Choose To Be Happy
by Twinsfan725
Summary: *A rewrite of 'A New Beginning' and how Fran and Max come together. Fran is engaged to be married and Maxwell is a lonely widower. The two quickly develop a friendship that draws them closer together but also pulls them apart. Love battles friendship as Fran and Max deal with the obstacles of her engagement.
1. Chapter 1

**A/N: Hello everyone! I know it's been a while (three years I think?). This is a rewrite to "A New Beginning" since I lost interest in it and wasn't satisfied with the plot. This version is fairly different (I think it's much better) and if anyone would like to take over A New Beginning feel free to do so (just PM me so I know) otherwise it will remain unfinished. In the years since my last story I feel my writing has greatly improved and matured. And just so you know the timeframe of this story would be when the TV series started (season 1-1993). So enjoy and don't forget to leave a review!**

 **Disclaimer: I do not own any of these characters, except Mr. John Stevenson, he's all mine. I'm just borrowing them for entertainment purposes only.**

Chapter 1

Fran finished putting on her earrings and stared at her reflection in the mirror, letting out a sigh. She disliked these gatherings and parties for the socially elite. Being from Queens and inheriting her family's quirks and mannerisms, it was difficult to fit in with the "fancy" and the "schmancy," as she liked to say. But her fiancé, John, was invited to attend a benefit for a children's charity, and he convinced her to attend with him.

"Think of all those underprivileged kids out there," he had said a week ago when he presented her with the invitation. Ok, he'd played the guilt card on her, which Fran has been victim to her whole life via her mother. "And you love kids." If he didn't convince her earlier he had her there. Kids were her weakness, Fran knew. She dreamed of kids and a husband and family of her own for as long as she could remember. And it didn't help when she had a mother who constantly pointed out she had neither. But soon she would be married, this summer to be exact, and hopefully not too long after they'd have children.

Fran smiled at the thought. For the kids, she kept reminding herself, I can tolerate these fancy, stuck-up New Yorkers.

"Honey, are you ready?" John called from the other side of the bathroom door. "I don't want to be late."

Fran smoothed her lipstick over her lips one more time then combed her fingers through her curled hair, which was pulled up high atop her head. "I'm comin', I'm comin'," she said in an exaggerated way that made them both laugh.

She emerged from the bathroom in an ankle length black dress that took his breath away. His eyes took in every curve and inch of exposed skin and sparkling piece of jewelry. The neckline was cut low, exposing just the right amount of cleavage to still be sophisticated.

John took her hand in his and spun her around, getting the view from all sides, then pulled her in close. "Fran, you look beautiful," he said. "So beautiful in fact that I don't know if I want to attend this benefit anymore. I don't think I could stand all those pretentious men staring at you all night."

Fran placed a hand on his cheek. "How sweet of you to say, but we both know how important this evening is to you. It'll be a first for both of us. Your investment friend will be there, and so will I."

He smiled down at her, brown eyes shining back at him. "I love you, you know that?"

Fran tossed her head back and laughed. "I do." She paused, letting the true meaning of the words sink in. "Wow, just think we'll be saying those words in August. I can hardly wait."

Her eyes sparkled and he leaned down and kissed her, light and sweet. "Mmm, neither can I. But we should get going. The future Mr. and Mrs. Stevenson need to make a lasting impression."

Fran's smile widened even more. Just the title 'Mrs. Stevenson' made her insides flutter and melt. She would never tire of hearing it. "Then let's go Mr. Stevenson."

With a playful grin and his best ostentatious acting, he held out his arm and Fran gladly accepted. They left their apartment laughing and smiles gracing their lips.

* * *

The benefit was held in a spacious and luxurious apartment in the Upper East Side. Butlers and maids roamed with platters of hours d'oeuvres and flutes of golden champagne. Men and women elegantly dressed in black conversed and mingled; idle gossip here, hearty laughs there. It was a typical upperclass gathering, neat and proper, nothing missing.

In the center of a group of four Maxwell Sheffield smiled and chuckled for the hundredth time. He patted his companion on the back as he finished recounting a story. It was the fifth investment story he heard that evening, each one about an investment gone wrong that surprisingly turned out beneficial.

By now he could feel his cheeks grow tired and strained from smiling all night. The three men he was conversing with excused themselves and Maxwell finally let his facial muscles relax. He downed the rest of his champagne and immediately went in search of another.

"Have you spoken with Clyde Phillips yet," a feminine voice purred in his ear. Maxwell turned to face his business partner, CC, and handed her a flute of champagne before claiming one for himself. Much to his chagrin, she latched on to his arm like a lobster and wheeled him across the room.

For ten minutes Maxwell listened to investment banker Clyde Phillips talk about the stock market. As much as Maxwell liked being caught up in the trade, his attention just wasn't focused. And it didn't make it any better with CC hanging on to his arm like a shipwrecked survivor. With the amount of time they spend together assembling plays and musicals she seemed to think they were much more than business partners. He'd play along, being careful not to take her actions seriously, but business partners was all she was to him. He'd never thought of CC in a romantic way, ever. Since the passing of his wife a few years back, her intentions have been stronger and more aggressive. But he feared that if he was too forward with her about their business-only relationship, he might lose her friendship and confidence as a colleague.

Clyde presented Maxwell with an envelope—a check for his play—and slipped it into the pocket of his tuxedo jacket. They shook hands and Maxwell expressed his thanks for the support of his new play. After Mr. Phillips left he turned to face CC, a big smile on his face.

"Oh, CC, I can't believe you were able to snag Clyde Phillips into backing our show," Maxwell said. "With his name as one of our supporters the theaters will be filling like mad."

"What did I tell you earlier? I am the best partner a man can have." She gave him a flirtatious smile, which he noticed, and smoothed her fingers over the lapel of his jacket. Maxwell blushed slightly, trying to ignore her lingering touch. Suddenly, a high-pitched laugh caught his attention and he looked over in the direction of its owner.

A woman he guessed to be in her late twenties or early thirties was smiling with a small group of men and women. She wore an ankle length black dress with a shimmering diamond necklace. Dark curls were piled high and away from her perfect face, a tendril or two dangling next to her jeweled ears. She threw her head back and let out the same nasally laugh, showing pearly white teeth and red lips. Maxwell couldn't take his eyes off her. She was beautiful, stunning, gorgeous . . . He was running out of adjectives to describe her.

CC noticed his lack of attention and turned to see what he was staring at. She put a finger to her temple when the woman laughed again, cringing at the sound. "What an obnoxious laugh," she said.

"CC!" Maxwell scolded. "Don't be so rude. You haven't even met the woman." He continued to stare in her direction, entranced, lost in thought. He was smiling again and CC wasn't happy about it. She could sense when she was being threatened by another woman's allure.

"I'm going to go introduce us. Let her know about the play." He was talking to himself at this point. "I've never seen her at other parties, but maybe she'll donate a little something." Maxwell handed CC his half empty flute of champagne and strolled over to the woman who captured his attention.

On the way over he almost stopped and turned back around, thinking what a disastrous idea it was to talk with this woman. He hadn't felt the attraction of another woman since his wife, and the thought scared him. What are you doing? his mind screamed. You can't just walk over there and talk with her. But I'm single, he silently relayed. It won't develop into anything, he assured himself. He inhaled a deep breath, in and out, then stepped closer to the group. One of the men recognized him, thank goodness, and smoothly invited him into the conversation.

"Maxwell!" the deep voice exclaimed loudly. "Where have you been tonight? I've been meaning to find you."

Maxwell laughed. "Good to see you too, William." The two men patted each other on the back. William immediately jumped into his speech about Max's new play while Maxwell risked a sideways glance at the woman. She was quiet now, obviously not interested in the new topic of conversation. She smiled at him in a friendly way, as if to say _nice to meet you._ He returned it but was pulled back to William's loud voice.

"Spare me a few front row tickets, eh?" William asked, handing Maxwell a check.

"Of course. And give my regards to your wife," Maxwell responded, shaking his hand.

The group dispersed, leaving Maxwell by himself along with the beautiful woman. After a moment he gathered his courage and spoke. "Hi," he said. His voice almost went up an octave and he could feel his cheeks start to burn. He probably looked like a ripe tomato. Great, he thought.

"Hi," she replied, giving him another inviting smile.

Maxwell looked down at his feet, completely at a loss for words. C'mon, old boy, he encouraged himself. You can do this. He could feel her eyes penetrating his stooped form, waiting. He gazed back up at her and offered her his hand and she shook it with a firm grasp. "I'm Maxwell Sheffield."

"Fran Fine," she said, letting go of his hand. "I get the impression that you're an important man."

Instantly her unique voice mesmerized him. "Why would you say that?" He smiled sheepishly.

"That man just handed you a check."

"Oh, yeah, um . . ." Again, Maxwell looked down at his feet, feigning embarrassment. After a few seconds he looked back up at her. "I produce musical theater. Functions like this are sort of a requirement if I want to stay in business."

She nodded. "Have you donated to the children's charity yet?"

"Not yet. I attend lots of parties like this and I get pulled in ten different directions from the moment I step through the door. I feel like I haven't had a chance to breathe. But I promise you, it will be my next priority."

She tilted her head to the side, and he suspected she approved of his answer. He did donate to the charities whenever he attended a benefit, he isn't cold hearted, and he didn't lie when he said he was pulled in ten different directions. A waiter walked by and Maxwell picked two flutes of champagne off the silver tray and handed one to Fran. They clinked glasses and both took a sip of the golden liquid.

"Is this your first time attending one of these benefits?" Maxwell asked.

A faint flush spread across her pale cheeks. "Am I that obvious?"

"Not at all. As a matter of fact you look extremely comfortable—I mean you look at ease, calm." He could feel his forehead start to perspire. He reached up and straightened his bow tie.

She giggled rather girlishly—girlishly?—at his nervousness and it made him smile. "Actually, this is my first time at a soiree as fancy as this," she said, her New York accent becoming more apparent to his ears. He decided he liked it just as much as her laugh.

"Well, Fran, you look very lovely tonight." Was that too much? he wondered. Again, her cheeks turned red.

"And you look just as handsome, Maxwell."

He watched her eyes widen and she looked away, realizing how forward she must have sounded.

"I'm sorry," she said, "that was inappropriate of me. I shouldn't have—"

"That's alright. I started it." They smiled at each other again. It seemed that once one of them started the other followed. Then they fell silent, both unsure of what to say.

Maxwell opened his mouth to say something, but a voice interrupted him.

"Honey, there you are," a gentle voice crooned. A man about Maxwell's height stepped beside Fran. He had short, cropped brown hair, dark eyes and was dressed in a black suit. Maxwell didn't recognize him. The man wrapped an arm around Fran's waist protectively, pulling her closer to him. He placed a kiss on her cheek before acknowledging Max.

"John Stevenson, how's it goin'?" he said casually.

Maxwell scrunched his eyebrows, assuming he wasn't a backer or investor. John gripped Max's hand a little too strong and shook it animatedly. "Maxwell Sheffield, nice to meet you," he said in his most polite voice.

"Sheffield? Oh, the producer! Honey," he turned to Fran, "this is the producer Harry is investing with." Now back to Max, "He says your new play is supposed to be really good."

 _Really good?_ That was all Harry had to say about the play he spent months working with and assembling? "At least I think so." He let out a nervous laugh, immediately growing uncomfortable in front of the couple. It was then that he noticed the simple diamond ring adorning Fran's left hand when she raised her champagne flute to her red lips. He could feel a pain in the pit of his stomach for reasons he was too afraid to consider. Instead he said, "May I offer you a pair of tickets to opening night? My treat. Fran has been excellent company and I enjoyed talking with her this evening."

"Oh, Maxwell, are you sure?" Fran said.

"I insist."

John smiled over at Fran and shook Max's hand again. Bloody hell, the man sure has a strong grip, Max thought.

"Thank you Mr. Sheffield, that's very generous of you," John replied.

"Please, call me Maxwell."

They both nodded and an awkward silence ensued. Max noticed the couple exchanging glances, obviously wanting to make an exit.

"If you'll excuse me . . ." Maxwell trailed off.

"Thanks again, Maxwell," Fran said, smiling back at him, resting a hand on his forearm. He gazed into her deep brown eyes for a brief moment, savoring the sight of her in that dress, before politely turning on his heel.

Maxwell returned to find CC talking to some woman he'd never met before. He stood and watched as Fran and John made their way to the door of the apartment. He felt a surge of jealousy he didn't even know existed take over him. What was there to be jealous of? It's not as if he wanted Fran for himself. He needed to think about something else.

He looked around the spacious apartment, still alive and filled with guests, though now starting to thin out. He heard a feminine laugh and instantly thought of Fran's higher pitched one. He pictured her still standing in front of him, just the two of them, smiling, no one else in the room. He reached out to take her hand in his, but she was gone, and he is alone.

* * *

When they arrived back at their apartment, Fran and John changed out of their evening wear and into something more comfortable. Fran pulled back the bed sheets and climbed in, letting out a yawn. They didn't return home from the party until well after midnight. She had nowhere important to be the next day so she was glad she could sleep in if she wanted to.

John was walking back and forth from their bedroom to the bathroom, brushing his teeth. "I think tonight went very well, don't you think?" he replied.

Fran had trouble understanding him as he talked around his toothbrush. He repeated himself more clearly when he exited the bathroom, teeth clean and white. "Uh-huh," was all she said.

He climbed in beside her and turned on his side, resting on an elbow. "It was very generous of Mr. Sheffield to offer tickets to his play. And on opening night! You'll be free from your cousin then won't you?"

Fran faced him, rolling on to her side as well. "I should be. When is it? Next week?"

John nodded in reply. "I'm so glad Harry invited me—us—to the benefit."

Fran placed a hand on his cheek, gently caressing his chin with her thumb. "Now you'll be able to move up in the banking business. Soon you'll be an investor just like Harry, no longer just a teller. Sweetie, I'm so proud of you."

He smiled at her, feeling his love for her grow stronger and stronger everyday. He leaned over and captured her lips in a passionate kiss. Her hand moved from his cheek and curled around his neck, holding him in place as their tongues battled for dominance. When he pulled away he just stared at her. "Love you," he said.

"I love you, too," she responded. He kissed her cheek then turned off the bedside lamp and laid down on his back, his eyes closing immediately. Fran was glad his kiss didn't go any further. She was just as exhausted as him, but she knew that if they were intimate with each other she wouldn't be as playful or passionate as he usually was. Maxwell Sheffield had been on her mind from the moment they left the benefit.

Oy, that lean frame and dark hair, she thought. And that alluring British accent of his was enough to make her weak in the knees. Fran knew she shouldn't be having these thoughts. She was engaged to be married for heaven's sake! It's just an innocent attraction, she reminded herself, nothing more. Everyone has that feeling don't they? Fran was confident he'd be out of her head by morning and everything would be as it should. The man beside her loved her, and she loved him. What more could she ask for?

* * *

Fran and Val were on their way to Central Park. It was a beautiful April morning so they decided to walk and drink their coffee instead of sitting in a crowded coffeehouse. The sounds of spring were mesmerizing to Fran and daydreaming was becoming more frequent as of late. She didn't know why. Maybe because she was finally happy she didn't have to worry about being alone forever or facing her family's pressure to find a husband.

". . . So I told Danny I was through with having to put up with Heather. Thankfully I didn't lose my job," Val was saying.

Fran finally snapped out of her reverie. "Val, I keep tellin' ya, you have to move on from that bridal shop. I did when Danny dumped me and it was the best decision I ever made."

"Yeah, but Fran, you have family connections. All my family is good at is fixing a toilet and repairing a sink. I mean, what kind of work is that for a woman like me?"

They found a bench near a row of trees and sat down, glad to be shaded from the bright sun. "Oh, Val, don't worry. If you want I can see if Toddy needs another assistant. I'm sure he wouldn't turn you down; he knows how important you are to me. And wouldn't it be fun to work together again?"

"Thanks, Fran, but I think I'd rather find something on my own."

Fran was proud of Val. She'd become so much more confident and independent. She liked to think it was her quitting that job at the bridal shop that made Val into who she was now.

"So how was the party last night?" Val asked. "Did you meet any rich, single men?"

They burst out laughing. Fran playfully slapped Val on the wrist. "Val! You know I'm engaged."

"I know, it just seems so weird because for so long you were single, and everybody thought you would end up alone."

Fran gave Val a look. "Well those days are over, thank God! What about you? I haven't seen you with someone since you went out with that Italian guy. What happened to him?"

Val shook her head in disappointment. "Ugh, Fran, I found out he was seeing someone else."

"Aw, I'm sorry, Val."

"Yeah, so was he."

"Well he should be. He's the one that cheated on you."

"No, the other man he was seeing." Val shook her head again and Fran rolled her eyes at her friend's cluelessness. It was just how Val was but Fran loved her anyway.

"Brighton, don't go too far ahead!" a voice yelled.

Fran and Val turned to see a small, blond-haired boy run past them down the sidewalk, a football tucked under his arm. A stout, middle-aged woman huffed after him and two girls trailed right behind her.

Fran watched the boy join a group playing football. The two girls were seated next to the older woman on a bench across the walkway. The eldest girl was looking off in the distance, shoulders slumped, while her sister (Fran assumed) was staring down at her shoes swinging back and forth. Fran felt her heart strings break at the sight.

"Oh, Val," Fran sighed, "it just pains me to see kids so unhappy."

Val looked towards the two girls and nodded in sympathy. "I know. And one day soon you'll have a child of your own to give all your love to. You're gonna be a terrific mother, Fran."

Fran squeezed one of Val's hands. "Thanks, Val. And I know John will be just as wonderful a father. He told me he's been picturing what our future children will look like. Isn't that romantic?"

Val nodded in response. "Fran, you are so lucky to have found him. I just wish I could find somebody who makes me as happy as John makes you."

"Don't worry, Val. You'll find someone. Sometimes it just takes longer than we expected—"

"No!" a young voice shrieked. "You're not my mother! I don't have to listen to you!"

Fran and Val turned to see the older girl from the bench storm off into the park. The older woman was standing, her face ashen. The younger sister remained quiet but Fran could see her little shoulders shaking from the outburst. Fran had been keeping a watchful eye on the two girls since they walked by, and now, she decided, she wasn't going to sit there and do nothing.

Fran stood up and approached the little girl. She was wearing the most adorable pale pink dress Fran had ever seen. And her black Mary Janes and white stockings completed the ensemble perfectly.

"Hi, sweetie," Fran said tentatively. She could feel the eyes of the older woman scrutinizing her.

The girl looked up at Fran and hesitated before speaking. "Hi," she said, almost too quiet for Fran to hear.

"What's your name, angel?"

The girl turned her head and looked away, feeling shy and confused as to why this woman was trying to speak with her.

"This is Grace," the older woman interjected. "I'm her nanny. And if you'll excuse us, we have two siblings to round up and take home."

Fran was a little taken back by the sharp tone of the nanny. "I'm sorry for intruding, I just—Grace just looked so sad I thought I could try and cheer her up."

"Well thank you for the kind consideration but I'm the nanny. It's my job to care for the children, not yours." The woman tried to take hold of Grace's hand but she jerked away and threw her little arms around Fran's waist instead.

The girl's sudden action surprised Fran, but she pulled Grace closer, wrapping an arm around her small frame. "It's okay, Grace," Fran soothed, bending down to the girl's level. "My name's Fran."

Grace pulled her face back from where it was buried in Fran's stomach. "Are you going to take us home instead?" she asked, giving Fran a pensive look.

"Well," Fran hesitated, "that isn't for me to decide. Your nanny is the one that takes care of you, so she'll be the one to take you home. Is that okay with you?"

Grace was silent for a moment, thinking hard, until she finally nodded. "That's a good girl, Grace," Fran said. "Maybe some other time we'll see each other in the park, how does that sound?" Again, Grace nodded and Fran pushed the girl's hair behind her ears. "Ok, how about we find your sister?"

Grace smiled for the first time at Fran then grabbed one of her hands, pulling her to her feet. Fran glanced over at Val and shrugged her shoulders. With hands clasped together, Grace led Fran down the walkway in the direction her sister had run off, the nanny trailing behind, face scrunched in annoyance, not happy with someone taking over her duties.

They found the older sister near a stone bridge. She was sitting under a tree watching other families laughing and having fun together. "Maggie!" Grace called out and the girl turned to face her younger sister, seeing a strange woman holding her hand and her nanny following closely behind.

"This is unacceptable, young lady," the nanny scolded. "Just wait till your father hears about this."

Fran watched as Maggie's eyes filled with anger. "I don't care what Father has to say! He's never around to care! And I told you before; you're not my mother! You can't tell me what to do!"

Fran felt awful. She'd never seen two beautiful young girls so broken and upset. When she woke up this morning she had no idea she'd be in this situation. But she was glad she ran into these kids. They needed help, and if she had to march down and confront their father, then so be it. She was going to make these kids happy again, that she knew for certain.

"Margaret Sheffield!" The nanny was growing impatient.

Fran decided this was her chance to interject. But wait, Sheffield? She recognized that name. The party. Sheffield. Maxwell Sheffield. She put two and two together. These two gorgeous girls were his daughters? And the boy was his as well? It is a small world, after all, Fran thought. She couldn't believe it. The man she had met last night at the benefit was the father of these two girls. Oh, how she'd like to give him a good talking to. But that would have to wait.

"Maggie, I'm Fran." Fran stepped closer to Maggie and gave her a warm smile. "I met your sister Grace and she was worried about you. Can you tell us why you ran off?"

Maggie just stared back at Fran like she'd seen a ghost. No one had ever given her this kind of consideration or attentiveness. "I-I just wanted to be alone," she said.

Fran smoothed her fingers through Maggie's golden hair. "You're a teenage girl, that's to be expected."

"I'm too old for a nanny. I don't need someone to look after me. I'm fourteen years old. I can take care of myself."

Fran continued to run her hand through Maggie's hair. It was a beautiful pale blonde, and shortly cut. "And I'm sure you can, sweetie, but your younger brother and sister need her."

Maggie suddenly turned away from Fran. "What they need—what we all need, is a mother." Her voice began to quiver and soon enough her cheeks were wet with tears. "Our mother died a few years ago."

Fran pulled Maggie into her arms, her heart breaking, letting the girl cry it out. Then Grace joined in the hug, squeezing between Fran and her sister. The nanny was standing several feet away, unsure of what to do, feeling helpless.

"Hey, what's going on?" a timid voice asked.

Everyone turned around to see who it was. "Go away, Brighton," Maggie said through the last of her tears. "This is girl talk, for girls only."

Brighton held up his hands defensively. "Fine, I'll just go back and play. I was just wondering where you guys went."

Fran disentangled herself from Maggie and Grace and stepped over to Brighton. "Hi, I'm Fran. I was just getting to know your sisters."

The boy just stared at Fran. Then he said with a smirk, "There's not much to know. They're both boring and unexciting."

"Brighton!" both girls shouted at once.

"Now Brighton that's not very nice to say about your sisters. For all I know, you could be just as boring," Fran replied with a smile. She heard Grace and Maggie giggle.

Brighton's mouth hung open. No one had ever relayed one of his insults back at him. In an instant he decided he liked this Fran woman. "Do you know how to play football?" he asked, holding out the leather ball.

Fran smiled widely. "Oh do I! I play it every Thanksgiving. In my family you have to wrestle to fill your plate."

Brighton laughed. "Can I come to your house on Thanksgiving and see?" he asked innocently.

Fran patted him gently on the cheek. He was so cute, she thought. "I'm sure my family would love to have you, but it would have to be up to your father."

He grabbed her hand. "Then come on, let's go ask him."

"I'm afraid I can't, Brighton. I have to meet with someone for lunch." His face fell in disappointment. "Ok then, how about we meet again here in the park next Friday? Make it a weekly outing?"

"Yeah!" all three kids shouted. They turned towards their nanny, eyes pleading. "Can we Nanny Kline, please?"

The nanny had been quiet and unobtrusive during Fran's entire interaction with the Sheffield children. She still looked apprehensive but she conceded. "I'll talk it over with your father, but no guarantees."

The three kids jumped for joy and swarmed Fran, already starting to love her. Looking at the beautiful angels wrapped around her, Fran didn't think her life could get any better than this.

 **A/N: Sorry for another author's note, but I just wanted to mention that considering Val, I'm not sure if her family has a plumbing business or not. I can't remember if it was mentioned in an episode or not. Either way, if I'm incorrect, sorry about that, you'll just have to deal with it. Anyway, if you love this story so far, keep on reading! I'll have the next few chapters posted soon!**


	2. Chapter 2

Chapter 2

Maxwell was standing near the bar in the lobby of his theater, wringing his hands. It was packed with people, critics, reporters, and photographers snapping pictures with a frenzy. Like every opening night, he was both excited and nervous. So he did what any man in his anxious mind would do. He turned around to face the bartender and ordered a scotch. Just one glass to keep the edge off, he reminded himself. He took a long swallow, savoring the burn in his throat before looking around for CC. In the midst of the excitement he somehow lost her in the sea of theater-goers.

But he noticed a head of long dark, curly hair instead, standing not too far away, clinging to the arm of her fiancé. He could recognize her anywhere. He decided it was best to be polite and say hello before the play started.

"Fran, John, glad you both could make it," Maxwell said, shaking John's hand in greeting.

"Oh, Maxwell, we wouldn't have missed it," Fran replied, her smile wide and beautiful. "Wow, it's really packed. Your play must be as good as the papers say it is."

Maxwell feigned from blushing, but failed miserably. He tried to hide it by straightening his tie and smoothing the hair above his ear. "So I'll be expecting a good review from both of you then?"

Fran and John laughed. "You bet, pal." John slapped him on the shoulder in a gesture Max hoped was friendly. John looked over at Fran, gesturing with his head towards the seating entrance. "Honey, why don't we go find our seats before it starts to fill up?"

"Alright. Maxwell, thanks again for the tickets. Maybe we can find each other during intermission?"

"Ok, I'll keep an eye out for you." Maxwell watched the couple head through the entrance doors. He didn't know why but ever since he met Fran at that benefit he couldn't stop thinking about her. There was just something about her that stirred him - awakened him. He'd been grieving over his wife for three years now and he didn't think he could ever pull himself out of the deep hole he was in emotionally. But Fran Fine was something else entirely. Yes, she was engaged, he knew, but they could still be close friends. At least he hoped they could.

"Maxwell," he heard CC call out to him. Like clockwork her hand found his arm, and they linked at the elbow, making their way through the doors and to their seats.

* * *

During intermission, Maxwell kept looking back at the bar. He didn't see any sign of Fran or John yet, and he really wanted a drink to calm his nerves but knew that he should be as sober as possible.

"Maxwell!" Fran's nasally voice cried. He turned around and spotted her standing by herself away from all the other groups of people waiting for intermission to end. He smiled and made his way towards her.

"So how is it so far?" he asked her.

"It's amazing. I love the costumes, but I think your lead could have a bit more flair." She winked then laughed.

"Well, for my next play I'll have to hire you as costume designer." She laughed with him, playing along. Maxwell glanced around the lobby. "Where's John?"

"Restroom," Fran replied.

Max nodded. "I heard that you met my children at the park last week."

"Oh, you did? I'm sorry, Maxwell, I didn't know they were yours until the nanny said your name. I hope it's not a problem that we met prematurely. I'm sure you wanted to tell me about them yourself."

"No, no it's not a problem. Quite the opposite, actually. From the way they talked about you, I could tell they really liked you. And I'm glad, because the children have had a tough time as of late. I'm sure they told you about the passing of their mother?"

Fran's eyes softened at his look of despair. "I'm so sorry, Maxwell. I'm sure she was an amazing wife and mother."

Max nodded in acknowledgment. "Yes, she was." He tried to keep the quiver out of his voice but to no avail. "It was so sudden. Her death really hit me hard. I still don't think I've fully recovered yet."

"I know you'll get through this, Max. You just have to stay strong." Fran took hold of one of Max's hands and gave it a gentle squeeze. Her touch sent a shiver down his spine and before he could stop himself he reciprocated her gesture. Then a silence fell between them, and they just stood there looking at each other, hands still clasped together. Soon they were lost in each other's eyes, oblivious to the hushed conversations around them.

Fran couldn't tear her gaze from his mesmerizing olive green eyes. She could feel the heat radiating from his body and the quiet breaths as he exhaled. Were they shifting closer to each other? Oy, he smelled good, she thought. What cologne was he wearing? And then she felt him take her other hand. She wanted to pull away, knowing John could walk over at any time, but she felt powerless to do so.

"You look beautiful, Fran," he said, gazing up and down the length of her red gown. "The most beautiful woman in the room."

Fran was speechless. She didn't know how to respond. She could tell he was coming on to her, but still, she didn't pull away. She didn't want to lose his touch; it was comforting.

"Max, I . . ." she stumbled to come up with something to say.

"Maxwell, the play is exquisite," he heard CC reply behind him. He was pulled from his reverie and quickly let go of Fran's hands, instantly missing the warmth of her soft skin against his.

"Oh, uh, CC, this is Fran Fine," Maxwell said, introducing Fran. "We met at the benefit last week." The two women didn't shake hands, just politely smiled and nodded at each other. "Fran, this is my business partner, CC."

"Well I hope Maxwell hasn't been talking your ear off about our play," CC said, siding up against Max, linking her arm through his. "I don't want him to spoil it for you."

Fran remained polite and civil, but she could tell that CC was not happy with her talking to Maxwell. "He's been a perfect gentleman." She gave him her best smile, and his eyes conveyed back to her that he was sorry about CC's interruption. It was then that John returned and he possessively wrapped an arm around Fran's waist, having witnessed the brief closeness between Max and the woman he loved.

"Hey, Max," he said in that casual way that Maxwell wasn't used to. "Great play so far. Fran and I are really enjoying it."

"Thank you. Fran was just telling me how much she likes it so far." Max noticed John's facial expression slightly change and his eyes shift to CC next to him. "Oh, this is CC, my business partner."

"CC Babcock." CC shook John's hand triumphantly, reassured that Fran was taken and no longer a threat to her.

"John Stevenson, nice to meet you."

Before they knew it, an echoed chime came over the intercom, signaling that the play would resume.

Maxwell had to think fast. He knew that he wouldn't get a chance to speak with Fran _after_ the play was over. He wasn't done getting to know her yet, but he couldn't come out and say _when can I see you again?_ right in front of her fiancé. No, that was definitely not an option. So he reached into his jacket and pulled out one of his business cards.

"Here," Max said, handing Fran his card. "In case there's ever a show or musical you can't get tickets to. I'd be happy to help you out."

Fran put the card in her matching red handbag and smiled at him. "Thank you, Maxwell, again for the tickets tonight. John and I don't get the chance to go out to the theater very often."

"The pleasure was all mine. I'm glad you've enjoyed it so far. It was great seeing you both again," he addressed the couple before they headed back to their seats. He watched them walk away, once again feeling the loneliness creep back inside his heart.

CC pulled him away from his spot and he had to resist the urge to jerk away from her and run and find Fran. His head was already filled with thoughts of her that he couldn't get rid of. What was he going to do? He had to see her again, even if he knew it wasn't the right thing to do. He couldn't just let her walk out of his life without ever having the chance to get to know her. She brought an energy with her he didn't even know he needed until he met her. He might not admit it out loud, but he needed her in his life just as much as he needed oxygen to live.

* * *

After the play ended Maxwell didn't see either Fran or John. He and CC were too busy with post-play interviews for reporters and posing for photographers. But now that he was home he could finally relax to some degree.

He ended up in his office, slumped in his chair behind his desk, nursing the glass of brandy he requested. He swirled the amber liquid and cubes of ice around in the glass, thinking about his play and Fran. From the turnout of opening night he was sure his play was a success. But that was just the first performance, there's plenty more opportunities for critics to find fault, he reminded himself. At this point he could care less about theater critics. He finally met a woman he thought could make him happy and what'd ya know, she's engaged. Unavailable, off-limits, just his luck, or bad timing - whatever. He needed to get his head back on straight.

He let out a tired sigh, glancing down at his watch. It was one in the morning and he was still dressed for a night out. He hadn't even bothered to loosen his tie yet. Oh well, he had other things to worry about.

A quick, firm knock on his office door caused Max to sit up straight. Niles breezed into his office, dressed for bed, sleep still evident in his eyes. "Sir," he began, "you need to get some rest. It's not healthy to be up this late for a month straight."

"Thank you for the concern, Niles, but I'm afraid I won't sleep a wink. I just have too much on my mind."

"Please don't tell me it's Miss Babcock. Or else I'd have to wash out that mind of yours with bleach. And you know I hate to clean at this late hour."

Maxwell looked up and smiled. He was lucky he had such a close friend like Niles. He always knew the perfect thing to say, even if he was a bit too nosey and sarcastic.

"No, it's not Miss Babcock. It's . . ." He was about to mention Fran but decided against it. He wasn't in the mood or right mind to spill his heart out to his butler at one in the morning. "It's nothing to worry over right now. You're right. I should head to bed." He placed his empty glass on the silver tray on the edge of his desk and stood up.

"Unh-uh," Niles shook his head. "Sit down. I did not wake up from the most wonderful dream only to see that you don't require my services. Now talk."

Maxwell stood still, shocked at the blatant outburst. So like a child obeying his parents, Maxwell sat back down in his chair. He ran his hands through his unruly hair. "I don't know where to start, Niles. At the part where I can't stop thinking about her or the part where she's engaged?"

Niles almost doubled over. Did he say 'she'? "Excuse me, sir, she?"

Maxwell glanced up at Niles' stunned face. "What? Oh. Just this woman I met at that benefit last week."

"And?" Niles was giddy on the inside. He couldn't believe that Mr. Sheffield had put himself out there and actually met someone. Suddenly this was much better than that dream he was having.

"And, so what?" Max grumbled. Off Niles' look, "Oh, please, Niles, it's not what you think. We haven't known each other that long."

"But-but, sir, isn't this a good thing? Putting yourself out there?"

"Not when she's engaged to be married, it's not!" Maxwell sat back in his chair, trying to remain calm. "I suppose it's for the best though," he sighed. "It probably wouldn't have worked out in the long run. But she's just . . ." Max let his face soften and his lips curl into a smile.

Niles couldn't help but smile either. "Just what, sir?" He rolled his eyes, thankful that his boss didn't notice. It was like pulling teeth with him. Ever so gently you had to wiggle it out of him.

"She's just everything, Niles. I feel things for her I haven't felt since Sara. And I don't want those feelings to disappear." Why was he being so open? Maybe the fact that three glasses of brandy was helping him loosen up about his emotions? Either way, Maxwell said it. And that was that. "I like her, Niles. I really do, but she's engaged. I-I want to be happy again. What should I do?"

Niles continued to smile, feeling so proud that his repressed employer was finally coming out of his shell. And from the desperate look in Max's eyes he knew he would do anything to see him be his happy self again. "Why don't you tell her what you told me?" Max gave Niles a look. "Now wait, I'm not saying she'd leave her fiancé for you, but she at least has the right to know that someone cares about her."

"I suppose you're right, Niles. She'd never call off her engagement. And that's alright with me, I can live with that. I just don't want her to disappear from my life. There's something between us, I can feel it. And if it's just friendship, then so be it. I'll be happy anyway." Maxwell stood up and moved around his desk.

"That's the spirit, sir." Niles patted Max on the shoulder as he passed. "Even if it doesn't turn out how you planned, you'll know that you tried."

"Thank you, Niles. I appreciate it. Except, now I know I won't be able to get to sleep." Max chuckled then left his office, loosening his tie on the way out.

Niles watched his employer leave the office. He'd never witnessed such a change in Mr. Sheffield. He noticed the same thing with the children a week ago. What was in the air of New York City these days? he wondered. He smiled to himself, thinking of a good one-liner he'd like to give Miss Babcock. It can wait till tomorrow, he thought, then turned off the lights.


	3. Chapter 3

Chapter 3

Sitting at the breakfast table, Maxwell let out a quiet groan. He didn't drink himself into oblivion last night, but he had enough to still leave him with a throbbing headache in the morning. That, and the lack of sleep wasn't much help either.

"Daddy, are you okay?" Grace asked her father.

Maxwell rubbed a hand over his face. He glanced over at Grace, who was studying him quizzically. "Yes. Everything's fine, sweetheart. I'm just tired, that's all." He let out a long yawn before taking a drink of coffee. He set his coffeecup down then unfolded the newspaper and started paging through it, shielding his face from his children.

All three Sheffield children looked at one another from across the breakfast table, unsure of the state their father was in. He was usually distant and quiet in the mornings, but today he seemed wistful and agitated. Maggie, who was sitting next to Brighton, elbowed her brother in the arm. She gave him a look and nodded towards Max.

"Um, dad?" Brighton started as he pushed his eggs around on his plate.

"What is it, Brighton?" Max asked into his newspaper.

"Is it ok if we go to the park after school? Nanny Kline said she'd take us, but we have to ask you first."

"You three have been spending an awful lot of time at the park lately." He paused. Then after he'd given it proper thought, Max set his newspaper down with unnecessary vehemence. "Margaret, please tell me you didn't meet some boy there and have been meeting him every week?"

Maggie's cheeks turned red at her father's implication. She knew she was at that age where she was becoming a young woman but always felt uncomfortable at the mention of boys, especially around her father. She stared down at her half eaten waffle and mumbled, "No, Father. We're meeting a friend."

Maxwell crossed his arms over his chest. "And when were you going to mention this _friend,_ hmm? When he unexpectedly shows up asking to take you out on a date?"

Maggie's cheeks turned an even brighter shade of red. This time she looked Max straight in the eye. That was it! "No! I told you it isn't some boy! What is it with you suggesting I'm hiding a boyfriend somewhere! You're never around to notice anyway!" Maggie stood up from her chair, eyes angry and on the verge of tears. "Her name is Fran and she enjoys spending time with us because our own father is too busy to even say two words to us!" She turned on her heel and stormed out of the dining room.

"Margaret!" Maxwell shouted after her, standing as well. But it was too late. He heard the front door slam then sat back down, feeling defeated.

Brighton and Grace looked at each other from across the table, confused as to what happened between Maggie and their father.

Maxwell angrily cut into his waffle, causing the porcelain plate to shriek with the friction from the knife. He stuffed the piece in his mouth, staring down at his plate the entire time. And like a hero come to save the day, Niles stepped into the dining room, instantly feeling the tension in the room.

"Children," Niles said, "I think it's time to gather your things for school." Brighton and Grace jumped from their chairs and practically sprinted from the table, happy to be out of the crosshairs of their father's irritable temper. Niles picked up their plates and started clearing the breakfast table.

"Niles, will you make sure Margaret gets to school safely?" Maxwell asked his butler while looking back down at his newspaper.

"I phoned the neighbors across the street when I heard Miss Margaret leave."

"Thank you."

Niles stared at his employer. He had no idea why he would be in such a sour mood. The talk they had in his office the previous night went well. What could have happened overnight to propel him to such a state? he wondered. Oh, how he'd like to just whack him upside the head for yelling at Maggie. Him and his habit of always jumping to conclusions.

Then, like a change of identity, Maxwell pushed his newspaper away and stood from his chair. "Maybe I'd better go talk to Grace and Brighton. I feel like such a bloody idiot. Treating my own children like that?" He ran a hand through his hair then shook his head in disappointment. He looked over at Niles. "I'm sorry you had to hear that, Niles. I never should have jumped to conclusions with Maggie. I just don't know what came over me."

"I'm not the one who needs to hear your disclosure," was all Niles said before taking the used breakfast dishes into the kitchen.

Maxwell let out a defeated sigh. He threw his napkin down on the table and left the dining room. He caught up with Grace and Brighton by the front door slinging their bookbags over their shoulders.

"Children, wait!" he called out. They turned and faced him but didn't say anything. "Brighton, Grace, I'm sorry for the way I acted at the breakfast table. I didn't mean anything I said to your sister."

They nodded in response and looked down at their feet for a moment. Brighton was the first to speak. "We're not the one you hurt. You should be apologizing to Maggie, not us."

"Brighton-" Max reached out to his son but he turned and opened the door, disappearing on the other side. He looked down at Grace. No matter what she was always there, always willing to listen to him. "Grace, sweetheart?" He knelt down so he was at eye level with her. "I'm very sorry. I didn't mean a word I said. It's just - I have a lot of things on my mind and I shouldn't have taken it out on you children. Please forgive me?" He held out his arms and she willingly jumped into them, wrapping her little arms around his neck.

"It's ok, daddy," she said into his ear. "I know you didn't mean it."

Max hugged his daughter tightly. His youngest was always the most forgiving. He didn't know what he'd do if he didn't have her. "I love you, sweetheart. I know I don't say it enough but I want you to understand that I love you just as much as I love Brighton and Maggie, ok?"

She pulled away from him and nodded. "I love you too, daddy. Don't worry."

Her words almost brought tears to his eyes but he was able to keep them at bay for the moment. "You know what? How about I take you to the park today, how does that sound? Niles will drop you off at the theater and we'll make a day of it - the four of us?"

Grace smiled for the first time that morning. "Ok, daddy! Then you can meet Fran! She's really pretty and super nice and lots of fun!"

Maxwell would have toppled over if it weren't for the weight of his daughter in his arms keeping him anchored. Fran? Could it be the Fran that he met a few weeks ago? The Fran he couldn't get out of his head? Suddenly he didn't think he could breathe. His heart was beating too fast and the thought of seeing her again nearly made it stop. "I'd love to meet Fran." He smiled and smoothed his fingers through Grace's hair. "Now, Nanny Kline is waiting to take you to school. So I'll see you this afternoon ok?"

"Ok," she said, hugging him one last time.

Maxwell kissed his daughter on the head, then let her go, watching until the front door closed behind her.

* * *

It was a cloudy afternoon in New York City and Central Park was still busy and crowded. Maxwell kept a watchful eye on his children as they ran through the entrance of the park. Grace and Brighton were the first ones out the limo, and a brooding Maggie followed at a brisk walk, mostly to be out of his presence, Max suspected, than out of excitement.

He sighed. He had apologized to Maggie when Niles dropped them off at the theater earlier. She was still angry with him and he believed that the only reason she decided to accompany him was to see Fran. He couldn't blame her. He was just as happy to see Fran again as the children were, if not more so.

And there she was. Holding Grace's hand as they walked down the path, Maggie on her other side, and Brighton running ahead of them. The scene made him smile. He'd never witnessed his children adapt to someone so quickly (other than their mother of course). It had been a mistake to hire so many different nannies, but he needed help raising three children, and there was no other viable option. But seeing Fran interact and enjoying herself with his children made all the difference. She was what they needed - what he needed as well.

Maxwell picked up his pace, using his tall frame to catch up to Fran in a few long strides. When she noticed his presence she turned and gave him a surprised smile, which he gladly returned. He never tired of seeing that beautiful smile of hers.

She let go of Grace's hand, letting her and Maggie walk ahead, before glancing at Max. "I didn't expect you to accompany us, Max," she said. Their footfalls now fell in synch with each other.

He shrugged as if it were no big deal. "I've been meaning to take an afternoon off for a while. Though it's not the clearest day, just having you and the children along makes even the cloudiest day seem warm and beautiful."

Fran couldn't hide the unmistakable flush that crept up her neck into her cheeks. What was it with him? she thought. He could be so charming and suave without even trying. "Oh, Mr. Sheffield, you always know how to make me blush!" Though she wasn't usually formal with him, she found it playful and flirtatious to use his surname on occasion. He didn't seem to mind at all.

They slowed their pace and were able to turn and properly greet each other. "Well, I can't help it when I spend so much time with a beautiful woman."

There it was again. His flirtations were becoming more frequent as of late. She'd flirt back with him but always reminded herself that she was with someone else. That she was in love with someone else. Her smile began to fade at the thought. She had to keep her personal thoughts separate from her time with the Sheffields. It gave Fran a sickly feeling to merge the two. She enjoyed spending time with Max and his kids, but her personal life with John seemed to, in a way, taint her 'free time' with the kids - like sharing custody almost. Whatever the sole reason, she liked to keep thoughts of John as far away as possible when around Max. She knew he was emotionally repressed, could sense it the night they first met and at his play opening. She needed to be careful.

"Kids!" Fran called out. "Don't go too far where I can't see you, ok?" The children yelled something in response that Max couldn't quite make out. "Do you mind if we sit down?" she asked, spotting an open bench under a tall oak tree.

"Not at all." The two sat down next to each other in a calm moment of silence. They watched the children for a while, at peace with the sounds of nature and the bustling city behind them. Fran shifted in place, causing the hem of her short black skirt to rise. Maxwell tried not to stare at the exposed flesh of her thigh, which was covered by a dark nylon stocking. As a distraction he ran a hand through his hair and turned to watch Grace running around with her sister and a few other kids.

"So when are you getting married?" Max asked the inevitable. Her engagement hadn't bothered him too much, though inconvenient as it was, he was gratified to see her so happy.

Fran smoothed down her skirt and twisted her engagement ring around on her finger. "August 20." There was an awkward pause. "I can send you an invitation. It's not too late to add another guest and a plus one."

Maxwell thought hard for a moment. He didn't think he could accept. Though they are friends now, it would just seem too uncomfortable for him. And who would be his plus one anyway? He couldn't ask the bride-to-be, that was for sure. Fran was the first person he thought of when she mentioned it. "I'd love to go, but my schedule is so uncertain at this point. I'm not sure if I'll be free or not."

Fran nodded in understanding. "Of course. If you do decide let me know ASAP or else my mother will just kvetch. She's been the dictator of the wedding planning and trust me, you do not want to cross her in any way unless you're armed with a triple layer cheesecake." She laughed briefly but fell silent when he didn't join her.

"I will. And thanks for the heads up about your mother. I'd really like to meet her sometime."

"If you do meet my mother, be warned that any interaction with a Fine will be permanently ingrained in your memory." Off his confused and slightly horrified look, she patted his hand and smiled. "I'm sure she'd spoil your kids rotten though. She's been harping me about grandchildren since I left the womb - no joke either, I have proof. Even though my sister, Nadine, has two kids." Fran shook her head in disbelief.

 _Don't worry, you're already permanently ingrained in my memory._ Maxwell stayed quiet the entire time she was talking. He loved listening to her unique voice and distinct Queens accent. A slight breeze rustled Fran's hair. Max reached out and pushed the stray tendrils behind her ear, letting his fingers linger against her cheek and jaw. He felt one of her hands cover the top of his, which was resting on his knee. He couldn't explain the way he felt at that moment. If it was love, he couldn't be entirely sure. If it was a touch between friends, he didn't mind. He just knew that he adored being near her, no matter what.

"Daddy!" Max heard his youngest call out to him. He dropped his hand from Fran's face, her hand retreating from the one on his knee, and turned to Grace's voice.

"What is it, sweetheart?" he relayed back.

She ran up to him, taking one of his hands. "My friend Billy's kite got stuck in a tree. Can you help get it down?"

Her doe-eyes pleaded with him and he couldn't say no. "Of course I'll help." He looked over at Fran who just smiled at him and nodded. He stood from the bench and let Grace lead the way.

* * *

Fran knocked on the door of her parents' apartment. She had just said goodbye to the Sheffields for the day and decided to pay her mother a visit.

Sylvia Fine, dressed in a dark red bath robe, let her daughter in the apartment. "Fran, I wasn't expecting you," she said.

Gazing at her mother's attire, Fran tried not to think of why her mother would be dressed in a robe in the middle of the day. "I know. I just wanted to stop by."

"Well you could have called." They made their way to the kitchen. "I was about to step into the bathtub. You want a cinnamon roll? There was bingo at Yetta's home today so I picked up a few. A little dry but they're still good." Sylvia placed a pastry box on the little kitchen table.

"No thanks, Ma. Where's Daddy? I saw his jacket on the coatrack."

"He's in the bathroom." Sylvia turned away from Fran. "Morty! Blow out the candles and get out of the tub before you fall asleep! Fran's here!"

Fran just rolled her eyes. Her parents could be such a hassle sometimes but she loved them, quirks and all.

"So what brings you by, sweetheart?"

Fran let out a long sigh. "Oh nothing important. I wasn't too far away, thought I'd drop by, see if there were any more wedding details we have to work out."

Sylvia shook her head. "Everything's on schedule, darling."

Fran nodded and reached into the open pastry box and pulled out a cinnamon roll.

"Is something troubling you? You didn't have a fight with John and ruin my wedding, did you?"

"No, Ma. It's not John." Fran started to pick apart her cinnamon roll to keep her hands busy while she thought of what to say. "It's-I met this guy a few weeks ago at this benefit John was invited to." She paused, gauging her mother's reaction. Her eyes were locked onto Fran's picked apart pastry. Good. "And well, we've sort of developed a relationship - strictly friends, nothing more. But he has these three kids - they're the most amazing kids I've ever met - and I feel so terrible that they don't have a mother to guide them through their formative years. Ma! If you want the roll just say so." Fran pushed her plate across the table to her mother.

Sylvia picked up the remains of the cinnamon roll. "I'm listening, sweetheart. You feel bad about this poor man's kids . . ."

"Yes. And I was going to say that their presence in my life is becoming more complicated."

With her mouth full, "Complicated, how?" Sylvia asked.

"If I should tell John about them. I know he isn't the jealous type and Mr. Sheffield is quite handsome, and I suspect John feels a little threatened by him, but, Ma, these kids need me. This family needs everything the Fine's have." After watching Sylvia finish the pastry, "Well, maybe not everything," Fran muttered. "Ma, should I tell John? I mean, I hate keeping this from him. I feel like I'm living two separate lives with two different families."

"Fran, if those kids' happiness means that much to you, I think John would understand. And this . . . Mr. Sheffield? If you care about him too - Frannie be careful. I don't want your heart to get broken. Daddy and I can't handle another 'Danny situation.'"

"I'll be careful, Ma, and don't worry. I love John with all my heart. But Maxwell is so sweet and generous, one of the nicest men I've ever met." Fran's mind wandered back to her afternoon in the park with the Sheffields. She could still picture Max holding a six-year old Gracie above his head to retrieve the lost kite from a tree. Rough-housing with Brighton, which she was genuinely surprised he'd participated in, being the sophisticated English businessman and all. Even wrapping an arm around Maggie's shoulders as they talked in hushed tones, apologizing to each other. He was a wonderful father when given the chance. "And he's only a friend - like Val. We've grown close, but good friends is all we can ever be."

"So you like this Mr. Sheffield - Maxwell?"

Fran could tell where her mother was going with this. "Yes, but as friends, like I said."

"Ok, darling. I just don't want you to lose everything you have. The wedding is only four months away. Remember your cousin Sheila? She canceled her wedding and ran off with the caterer? This family does not need another Shelia."

Fran rolled her eyes. "Yes, I remember. Being the tenth time you've told me that story since I announced my engagement." She smiled at her mother, always loving the unconventional talks and advice they shared. "Thanks for listening, Ma. I think I'll tell John when he gets home tonight. It'll be the last secret I have to get off my chest."

The two Fine women stood and left the kitchen. Sylvia hugged her daughter at the door. "Good for you, sweetheart. May that be your best marital advice. Never keep secrets from your husband. Except your age and weight, once you've been married a few years. That, you can lie through your teeth."

They both laughed. "Bye, Ma. Give Daddy a kiss for me?"

"Of course."

After saying goodbye, Fran turned and left her parents' apartment. She hoped she had enough time to catch the evening train home. She and John also lived in Queens but a few neighborhoods over in Astoria. They liked it there. Affordable for both their incomes and close, but not too close to her parents in Flushing.

Fran walked faster, her stiletto heels clicking on the sidewalk with each step. She had decided to take her mother's advice and tell John about the Sheffields. He had a right to know, and she wasn't going to risk a bad start to a marriage that hadn't even yet begun.


	4. Chapter 4

**A/N: Hey everyone! Very sorry it took me a while to post this chapter, it's been floating around waiting to be reviewed and edited and I finally got around to doing it. I promise to have more posted, if not tomorrow, then in the next few days. I'm not gonna be one of those writers who demands reviews in return for more updates. I want to finish this story because I love writing about Fran and Max. I know this fandom isn't the most frequently viewed but for those of you who are reading and enjoying my story I'd love to know what you think - good or bad. Ok, enough demanding and on with more Fran and the Sheffield gang!**

Chapter 4

Fran played with ends of her napkin while she waited for John to arrive. They agreed to meet for lunch at a little Italian restaurant in Manhattan. It was one of her and John's favorite places to eat. Small, reasonably quiet, and the best Italian food she'd ever eaten.

Fran looked up as she heard a bell ring when the door opened. John walked through in one of his navy blue suits. He was even wearing the striped tie she got him for his birthday. He found her table and greeted her with a quick kiss then sat down across from her. A waiter appeared and offered them their wine special. Both declined, since they had to go back to work later, and settled on water. The waiter nodded and left.

John smiled at Fran and reached across to take one of her hands in his. "When's the last time we went to lunch together?" he said. "It just feels like forever since we've done this."

Fran smiled as she thought back to a memory. "Not since our . . . fourth date, I believe. You took me to that Thai place down the street from your apartment and didn't warn me about how spicy the food was."

"But you were a good sport. You toughed it out." He ran his thumb back and forth over her engagement ring and smiled. "And since then you've never once let me pick the restaurant."

"Well, you want your fiancée to make it to the wedding alive don't you?" They both laughed. Their waiter reappeared, bringing two glasses of water, and took their lunch orders.

While they waited for their meal to arrive John talked about the bank he worked at - just a few blocks south from the restaurant. Fran listened to him tell his stories and joke over his colleagues' antics. She was looking for the right moment to slip her involvement with the Sheffields into the conversation. She took her mother's advice but couldn't go through with telling him the previous night. She wasn't afraid he'd get mad. She was more afraid that he'd get the wrong idea. Just tell him, Fran, she thought to herself. Otherwise it will just eat away at you.

"Honey, is something wrong?" John had noticed her brow crease in frustration.

"What? Oh, no, nothing's wrong. It's just work. An idea just came to me about Toddy's new fall line. Skirts and dresses, nothing you'd be interested in." Fran gave him a coy smile, hoping he wouldn't press her for details and silently cursed herself for changing the subject.

"Oh. Yeah, when it comes to fashion, I'm . . . Well, not you." He gestured to her tailored black suit and chuckled in that nervous, confused way that she found absolutely adorable.

"With or without a fashion sense, I'll always love you." Fran reached up and fingered the hair above his ear. He looked down at the table for a second, still in awe with how much love he felt for her. He truly was lucky to have her.

They lapsed back into casual conversation and before they knew it their lunch arrived and both dug in.

"Don't work too hard, sweetie," Fran told John as they embraced on the sidewalk outside the restaurant. "I need you to have your strength for this evening."

"Oh?" He gave her an inviting smile. "What did you have in mind?" She whispered something in his ear and he could hardly contain himself. Now how was he supposed to get through the rest of the workday?

Fran pressed her mouth to his one last time, making sure to put as much passion as she could into her kiss. When they broke apart, breathless, John just shook his head in amazement. He looked down at his watch.

"Fran, I wish we could finish this elsewhere but I really have to get back to the bank." He looked around, as if someone might be eavesdropping on them. "I'll be thinking of my own ideas for tonight as well," he said just above a whisper.

"Then you best head back before they keep you there for overtime." She gave him a playful shove down the sidewalk and he turned and blew her a kiss. She waved goodbye until he was out of sight then went the opposite direction to her cousin's studio. Throughout her entire walk Fran didn't think once about the Sheffields. Yes, they were apart of her life, but her life with John was her first priority.

* * *

"Wow, you certainly kept your promise," Fran huffed, her heart pounding, and her body still luxuriating in the last ounces of pleasure from their lovemaking.

John rolled off Fran and onto his back beside her, his chest rapidly rising and falling. "It's been too long," he said, trying to catch his breath, "since we've done _that._

Fran rolled over on her side to face him. She ran a hand over his damp chest, clawing through the thin wisps of hair, and following the contours of his muscles. "You can say that again. But it was worth the wait, wasn't it?" She rested her chin on the back of her hand, and stared into his dark eyes, which were still dilated from their physical activities.

"Definitely worth the wait," John said, smiling and pushing a few strands of her hair behind her ear.

Fran laid her head down against his chest, listening to his heartbeat as it returned to normal, and reveling in the feel of his fingers combing through her unruly hair. "Mmm, I could stay like this forever."

"Then why don't we? We'll both quit our jobs and we can sail down to the Caribbean and spend everyday like this. Just you and me."

Fran raised her head so she was at eye level with him. "What? Your joking, Stevenson. You can't sail a boat."

John laughed, and it made Fran giggle as she felt the vibrations in his chest. "Then I'll take lessons."

Fran leaned forward and brushed her lips across his. "I wish it was that simple, sweetie."

They kissed again. "I know, me too." He folded her against him more tightly, lazily running his hands down her hair and bare back. They laid together like that in silence for a while, relishing in their closeness. Fran started to fall asleep but John gently maneuvered himself out of their embrace and slipped on his boxer shorts and his Mets t-shirt, which was hidden under Fran's skirt on the floor. "I think dinner might be a little cold."

Fran yawned. "Well if you hadn't distracted me with those hands of yours . . ." she said in a low tone.

"I just can't help myself when the most beautiful woman in the world is standing in my kitchen wearing the most enticing outfit imaginable."

"Oh, so it's your kitchen now?" Fran's eyes turned playful and she let out a squeal when he picked her up in his arms and carried her into the bathroom. John deposited her in the shower and started the warm water.

"You go ahead and start. I just want to check and see if there's any messages from the bank. I'll be back in a minute."

"I'll be lonely," Fran mock pouted. He gave her a lingering kiss then pulled the shower curtain between them, chuckling to himself as he headed to the small living room, which connected to an even smaller kitchen.

John pushed a button on the answering machine and Sylvia Fine's voice echoed throughout the apartment. He listened to Fran's mother talk about her day and the misunderstanding at the seafood market while he cleaned up the kitchen. When the message ended a male voice sounded next, accompanied by an English accent.

John stilled his movements as he recognized the voice. Maxwell Sheffield.

"Hello, Fran, it's me . . . Maxwell . . . Sheffield," the machine played. "Uh, I'm sorry to call you so late, but I just wanted to make sure that our plans to tour museums next week are still on. I'm really looking forward to it. If you could call me back and confirm next week, that would be great. Um, I guess I'll talk to you later, bye."

John dropped the pan he was holding in the sink. It let out a metal clang and he struggled to contain the loud noise, hoping that Fran hadn't heard. He curled his hands around the edge of the countertop as Maxwell Sheffield's voice faded away to white noise. What the hell was that about? he wondered. She'd made plans to see him? He gripped the countertop even tighter until his knuckles turned white. He wasn't the jealous type but the idea of his fiancée parading around New York City with a man she'd only met a few times made his blood start to boil. He suspected there was some chemistry between Fran and Max. He saw the way they held hands briefly at the opening of Sheffield's play, the way he stared at Fran. He'd let his worries disappear though, knowing that he and Fran loved each other deeply - that they were meant to be together - and that he trusted her. But that message? What was he supposed to do now?

He let his finger hover over the button that would delete the messages, but thought better of it. He'd let her handle the situation. But at the back of his mind there was a nagging worry that Fran was keeping something from him.

He finished cleaning the kitchen and headed back to the bedroom. Fran was sitting at her vanity, dressed in one of her trademark bath robes and a towel wrapped around her hair on top of her head. In his moment of fear he forgot Fran was in the shower.

"You were taking so long out there I decided to shower without you - sorry." She turned to face him, pulling the towel away from her long hair. "Sweetie, is something wrong?" Fran asked, concerned at the faraway look in John's eyes as he stared at some unknown spot on the wall.

His head snapped toward her voice. "Huh? Oh, uh, no." Then, remembering the messages on the answering machine, "Your mother called." He paused, unsure if he wanted to bring up the message that Maxwell Sheffield left. "Maxwell Sheffield called as well. Said you were going to tour museums next week?"

Fran paused in brushing her hair and carefully put her brush down, not wanting John to see the slight tremble of her hand. "Yes. It-I was . . ."

John couldn't take the suspense anymore. "When were you going to tell me you planned on seeing him?" he blurted out. "When I was glued to the baseball game? How could you keep this from me, Fran!"

Fran remained calm. She'd forgotten that she and Max arranged to visit a couple of New York City museums with the kids. She planned on telling him about the Sheffield kids before they went to bed. Talk about bad timing. "John, I was going to tell you tonight. We just-"

"No!" John held a hand up to stall her defense. "I don't want any excuses! I want the truth!" He realized he was shouting and lowered his voice to an angry hiss. "Is this what all those weekly trips to the park have been about? Are you seeing him behind my back?" Fran opened her mouth to protest but he ignored her. "Was tonight just a way to distract me so it would lessen the blow once you told me about him?" It came out in almost a growl as his face tightened in anger.

Fran jumped up from her vanity, resisting the urge to slap him. "You don't know a thing, John!" she rallied back at him with just as much vehemence. "It's not about _him_! I knew you'd get the wrong idea if you found out!" She moved towards him cautiously and softened her voice. "I was going to tell you when you came back to bed. I didn't know he would call."

"You didn't answer my question." She didn't say anything so he clarified, "Are you seeing Maxwell Sheffield behind my back?"

Fran noticed the tightness in his jaw. They'd had such few fights during their years together, but this was the worst of them she could remember. "Yes - but not in the way you think. I've been spending time with his kids."

"Why? I've seen the way he looks at you. At the play opening I saw the two of you together."

Fran reached for his hand and he reluctantly let her take it. "Those kids are so broken - emotionally. They need an influence. Their mother passed away. I feel connected with them - I feel like I've helped them. And it's the most wonderful feeling in the world, John." She squeezed his hand, looking deep into his eyes, willing him to understand. "And I promise you. There is nothing going on between me and Maxwell Sheffield. We're just friends - nothing more."

John glanced away for a moment, trying to grasp everything she said. When he did look back to her, he kept his voice flat but serious. "So the museum thing? It's about - for the kids, right?"

Fran finally relaxed for the first time since their argument began. "Yes. I'm sorry it took me so long to tell you. I promise I will never keep anything like this from you ever again." When she saw his face soften she threw herself into his arms, hugging him to her, wanting to feel his forgiveness. After a few seconds his arms went around her but that was it. He didn't pull her against him or bury his face in her hair. He felt lifeless against her.

Later, lying in bed, Fran shifted from her left side to her right side, facing John. He was on his back, eyes wide open, staring at the ceiling. She touched his arm and without a word he turned away from her. Looking at the back of his t-shirt, Fran willed her eyes to hold back her tears. "John?" she whispered. Her voice quivered, and when he didn't respond, she squeezed her eyes shut and the tears finally fell.

 **Note: Sorry to end this section on a slightly sad note. There will be more Fran/Max closeness up next, I promise, just be patient and stick with me. I won't keep you waiting for five years like in the show - haha! The Max in this AU is more bold with his feelings I can assure you but still very much in character.**


	5. Chapter 5

**A/N: Thank you so much for reading and staying patient everyone! Special thanks to arty60 and E. Krutnic for reviewing, I greatly appreciate it! Looking forward to what you think of this chapter!**

Chapter Five

Fran, Max, and the Sheffield kids were making their way down 5th Avenue to the Guggenheim Museum. They just finished touring The Met and already the kids were growing tired.

"Fran, my feet hurt," Grace whined as she held on to Fran's hand.

"I'm sorry, sweetie." Fran looked down at Grace. "Do you think you can make it through one more museum? Then we'll take a breather at the park."

Grace shook her head and stopped walking. Brighton, Maggie, and Max were ahead of them, chatting away about their time at The Met.

Then, sensing no movement from behind him, Maxwell turned around to see a frustrated and tired Grace. "What if I carry you for a while, sweetheart?"

"Please, Daddy?" Grace begged her father.

Maxwell walked over and picked Grace up in his arms, not used to how big she was now, but still seemed to hold her to him with little effort. Together they continued down the sidewalk looking like a typical family out for a day of fun.

Fran smiled, marveling in her time with this man and his kids. In the week since her fight with John it was hard to find something that lifted her spirits, and the Sheffields were just the cure she needed. This morning was even more tense than the one after their argument. Knowing who she was spending her day with, John didn't even kiss her goodbye when he left for work. Her heart almost broke in two but Fran reminded herself that today was all about the kids and having fun. Eventually, John would come around, she was sure of it.

Though Fran wasn't much of an art enthusiast, Max was a wonderful tour guide. He had led her and the kids around The Met, sharing his opinions and relaying facts one might find drab and boring but that she found utterly fascinating. Boy, she could listen to him talk all day.

When they entered the Solomon R. Guggenheim Museum, Fran and the kids marveled at the interior architectural layout - a pristine, white spiral rotunda - designed by the famous Frank Lloyd Wright. Max had visited the museum several times so he knew his way around pretty well.

The five of them worked their way through the museum, floor by floor. Halfway through their tour, Grace was sound asleep in her father's arms. Even though she was six years old, Max didn't mind carrying her around. He seldom spent this amount of time with his children as a family and, relishing in the newfound closeness, vowed to never again neglect them or push them away.

Fran was standing to his left as Max admired one of the paintings he so favored. Brighton and Maggie were beside Fran, shifting on their feet every minute, looking bored and restless. He could tell they were growing tired as well but he didn't want the day to end. It felt as though they'd just begun, and besides - he looked at his watch - it wasn't even noon yet.

"Maybe I should take these two for a bathroom break?" Fran suggested, gesturing towards Maggie and Brighton while running her fingers through Gracie's hair. "They look like they're about to burst with all their stored up energy."

Max turned to face Fran. "That sounds like a good idea. I'll make sure to stay on the same floor so we don't lose each other."

Fran nodded then rounded up Maggie and Brighton and headed off to find the restrooms.

Maxwell continued to stare at the same painting. He didn't know why but he just found it amazing to be so entranced by a piece of artwork. He was lost in thought when an elderly man's voice caught his attention.

"You have a lovely family," the man said.

Maxwell turned to face a man of about seventy, a good six inches shorter than himself, with thinning white hair and glasses, and immaculately dressed in a suit and tie. He shifted a heavy Gracie in his arms and extended his hand. "Thank you. I'm Maxwell Sheffield."

"Donald Porter, but you can just call me Don," he said, returning Max's handshake.

"Pleasure to meet you, Don."

"I just love this painting. It's so abstract but contemporary at the same time."

Max nodded in approval. "Exactly. It's one of my favorites as well."

"Do you and your wife come here often?" Don asked.

Maxwell kept himself composed at the man's mistaken assumption. "Oh, um, we're not married. She's just a really close friend." Max smiled, hoping the man bought his acting skills. Ever since they'd known each other it was becoming more difficult for Max to keep Fran at arms length - as just a friend. But right now, in front of a total stranger, he wanted nothing more than to think of Fran as his wife. When the older gentleman gave him a curious look, Max clarified, "My wife passed away a few years ago. Fran has been helping me through it. The children and I enjoy her company very much."

"I can tell," he said. "I've never seen a family look so happy before. The both of you - you and your friend - look very natural together."

Max shifted Gracie in his arms again, being careful not to disturb her, while at the same time trying to restore the circulation in his arms. He and Fran looked natural together? He'd never heard someone say that before. Maybe it was an American thing? Anyway, his insides were doing somersaults. He and Fran looked like a natural couple? He couldn't help the wide smile that spread across his lips. "Thank you, Don. That's very kind of you to say."

"Don't mention it," he said, patting Max lightly on the shoulder in a gesture a father might give to his son. "I'll leave you and your family," he winked, "to it. Enjoy the rest of your tour." And with a smile the elderly gentleman politely moved down the gallery, leaving Max stunned and reflective.

When Fran returned with Brighton and Maggie, Max suggested they head out and stop at the park. The kids seemed like they had enough art for one day, and he and Fran could always come back some other time and tour the whole building - just the two of them.

Central Park wasn't too far of a walk from the museum, and they certainly got their exercise from walking around all morning. They found a quiet spot in the grass and Max was reluctant to sit down. He was dressed casually in a pair of dark jeans and a black button down shirt - dressy enough for a museum but also comfortable for an afternoon in the park - and Fran rather enjoyed the view of his backside as he moved to sit down.

Their break was short lived as Brighton - a ten year old boy with too much energy - initiated a game of tag with Gracie. Maggie declined since she noticed a boy from her school walk by with his friend. Fran nudged Maggie in the side. "Go over and say hi," she whispered.

Maggie blushed. "Fran, I can't. Dad will never allow it. Anyway, he'd never talk to me. I'm in his English class and he barely notices me."

Fran smoothed Maggie's hair, pushing her bangs to the side. "Well how is he supposed to notice if you don't put yourself out there. Sweetie, trust me, when it comes to boys, all you need to do is smile and introduce yourself. Don't be shy, you're a beautiful young woman, and if he doesn't find you appealing, then there's always his friend." Fran smiled and brushed her knuckles across Maggie's cheek. Maggie nodded and with Fran's advice, stood up and tentatively walked over to where the two boys were talking.

Maxwell watched his daughter with a furrowed brow. Since Maggie's development into adolescence, Max was always disapproving and nervous of his daughter's appeal to boys her age. Without a maternal influence he had no idea how to deal with a teenage daughter, and the thought of her dating only added to his list of faults as a father. But Fran seemed to know exactly how to handle Maggie and for that he was grateful.

"Max?" he heard Fran say next to him. She tapped him on the shoulder to get his full attention. "There's something I wanted to talk to you about."

"Sure, anything."

Fran looked down at her hands as she played with the grass. "Well-I just think . . . " She shook her head, feeling flustered, and started over. "John and I had a big fight last week. And I think that we should limit our time together until things smooth out." She paused and waited for him to respond.

"Oh. I'm sorry to hear that. I hope I wasn't the one to-"

"Oh no!" she interrupted. "It's not you. Well, I mean it is you . . ."

Maxwell smiled at her flustered state. She was so cute, he thought. Cute? Since when does Maxwell Sheffield describe a woman as cute? Anyway, concentrate, she was saying . . . "Listen, Fran, whatever you're going to say, I'm sorry about what happened between you and John. It isn't serious is it?"

"No. It was just a little spat," she assured him. "Nothing we can't work out. I just think it would be best if we take a break from each other for a while. John found out about you and the kids from the message you left last week and he wasn't too happy about it. I was going to tell him but . . ."

Max looked over in the direction of the children and nodded his head in understanding. "I understand, Fran. He's the man you're going to marry and he should be the one you spend most of your time with." He turned and smiled at her, causing the corners of his green eyes to crinkle. "I'm glad we've had this time to get to know each other. The children and I have really enjoyed our time with you. In fact, it's the happiest I've ever seen them since their mother was alive. Thank you. For being a terrific friend." He reached out and squeezed her hand affectionately.

Fran blinked back her sudden tears. His kind words struck a chord in her heart and she couldn't help the raw emotion she felt whenever she was around him. He was already becoming one of her best friends and she knew she couldn't stay away from him forever.

"You've been so kind and generous, Max," she said, reaching out and pushing some of his thick black hair behind his ear. She loved how silky it felt between her fingers. And that growing patch of grey right in the front of his fringe gave him a distinguished and inviting look. "Allowing me to spend time with your kids and getting to know them. I've learned so much from you in such a short time, and I'll always be thankful for that." Fran wiped at her tear-filled eyes. "Oy vey, it feels like we're saying goodbye instead of talking."

Maxwell sat up and, leaning on one hand, he reached over with the other and swiped away the rest of her tears. "It's not goodbye. We can still spend time together. If you want I'll let you decide when you want to get together, but I have a request."

"What kind of request?"

"Dinner." He watched her face shift from sad to surprised in two seconds. He knew she wasn't expecting such an invitation so he quickly assured her, "Not as a date. I'd like to have you and John over for dinner. That way he can meet the children. Maybe it will patch things up between you two? I just want us all to get along."

Fran smiled at him. He was so amazing, she thought. Dinner. At his house. She was ready to accept the invitation but wondered how John would feel. But maybe Max was right. If John met the children maybe he'd understand why they meant so much to her. Yes, she thought, it just might work.

"I think that's a fabulous idea!" Fran exclaimed.

"Wonderful! How about tomorrow night?"

"Sounds good. I'll let John know tonight. I'm sure he'll accept."

Inside, Max was ecstatic. He couldn't wait to have dinner with Fran but felt a surge of jealousy at the thought of John joining them. Oh why couldn't he have met this woman years ago? he wondered. They were growing closer as friends do, but deep down Max knew his heart was opening up to her. He just feared that his romantic feelings for her - if that's indeed what he felt for her - would ruin the wonderful friendship they had now. Everything was developing so fast Max could hardly stop and analyze his actions, let alone his emotions.

"How about some ice cream?" Fran suggested, effectively breaking his reverie. "It's such a beautiful day."

"I know the children won't object."

Fran smiled and they stood up to gather the children and find a street vendor. After everyone was satisfied with their frozen treat, the kids dispersed again, leaving Fran and Max alone once more.

"Oh, you got some . . ." Fran pointed out a drop of chocolate ice cream on the corner of Max's mouth. Without thinking, Fran reached out and wiped the smear away with her thumb.

Max stiffened at her touch, not used to someone wiping food away from his face. He watched her lick the drop of chocolate from her finger and it was almost his undoing. He'd never witnessed something so seductive in his life. With the afternoon sun highlighting her beautiful face and her perfectly sculpted lips parted, it was a sight to behold.

Max looked around, making sure no one he knew was watching them, and took hold of her free hand, entwining their fingers. He inched closer to her, keeping his gaze locked on her deep brown eyes. Fran remained still, almost anticipating his next move. They stayed that way - lost in each other's eyes until Max couldn't take it anymore. "Fran . . ." he said softly, then leaned down to kiss her, but Fran moved her face to the side, letting his mouth graze her cheek instead of her lips.

When he opened his eyes, Fran was looking back at him with a pained look. He reached up to caress her cheek but she stepped out of his embrace.

"Max, please," she said, putting some distance between them. "We can't do this. I'm with someone else."

He closed his eyes for a moment, remembering just who that 'someone' was. "I know. I'm sorry."

"This is exactly why we have to put some distance between us."

Max grasped her hand again and it took all of Fran's willpower not to violently pull away. "Yes, but I love spending time with you, Fran. The children adore you."

Fran stepped up close to him, determined to settle this, and placed a firm hand on his cheek. "And I do adore them. But spending time with their father makes it more complicated. I'm getting married, Max, in four months. I-I can't lose John. I love him."

Maxwell tried to control his emotions. He was angry and hurt and he didn't know what to do. The best thing that's happened to him in years was letting him go. And the worst part is that they weren't even a couple. "But you'll still come to dinner tomorrow? Please?"

"I-I don't know."

Max brushed his thumb across the knuckles of her hand that he was still holding. He softened his expression and said, "I'll be on my best behavior. I Promise."

Fran let her hand fall from his cheek to rest on his shoulder. Maybe she was a little too harsh with him. One evening at his house for dinner wouldn't hurt, would it? "Ok. But I'll hold you to your word to be on your best behavior."

Max let out a sigh of relief. He was being given another chance to prove his friendship and he was determined not to screw it up. Throughout all of this he wondered what the children were so occupied with. It was probably the ice cream, he thought. No kid can resist it. He looked down at Fran. She was smiling again and for a moment everything seemed to be alright. He was already looking forward to tomorrow night.


	6. Chapter 6

**A/N: I'm very sorry for the long delay. I've had an eventful couple of weeks and writing just wasn't on my mind for a while. But I promise to update more regularly as the story continues to progress and take shape. Hope you enjoy it!**

Chapter 6

"Fran, are you sure this is a good idea?" John asked as he straightened his tie for the tenth time.

They were on the doorstep of the Sheffield household at precisely six-thirty. John had reluctantly agreed to the dinner invitation with much persuasion from Fran. His coldness and distance the past week was finally beginning to wear off, but from his nervousness Fran could tell he was becoming tense again.

Fran grabbed his hand and squeezed it as a sign of reassurance. "Honey, they're going to love you. And Mr. Sheffield is anxious to meet you again."

John narrowed his eyes at her. "But Fran-"

"Don't worry," she cut him off, "you have nothing to be jealous of. He promised me he'd be a perfect gentleman. Now stop fidgeting with your tie, you look handsome as always." Fran smoothed her fingers down his gold-patterned tie and took a deep breath. Here goes nothing, she thought.

Fran rang the doorbell and instantly a man with short, dark blonde hair opened the door. He was dressed in a black suit and had gentle blue eyes that made Fran smile.

"Good evening," he said in a proper English accent. "Mr. Sheffield has been expecting you." He stepped aside so the couple could enter.

Fran and John walked into the foyer completely entranced at the elegance of the townhome. The ceilings were high and trim, the connecting living room spacious, and the adjacent staircase as grand as a palace. It truly was remarkable.

"Wow, I've never seen a more beautiful home," Fran remarked. "It certainly is a lot bigger in the inside than it is from the outside."

The blond-haired gentleman chuckled while he took Fran's jacket. "Thank you, Miss Fine. My name is Niles. I'm the sheffield's butler."

Fran continued to gaze around the mansion. Yes, a mansion, she decided. It certainly looked the part. "Nice to meet you, Niles. This is my fiancé, John." Fran pulled John forward by the hand. He and Niles shook hands and exchanged a smile.

"Pleasure to meet you, sir."

"Did you hear that, honey?" Fran whispered to John. "He called you sir. Is this place fancy or what?"

"We English aim to please, Miss Fine."

Fran's smile widened. She liked Niles already. He was someone she envisioned she could talk to forever if she wanted.

"Did you hear that?" John whispered back to Fran. "He called you Miss Fine." He smirked and Fran swatted him in the chest.

"Be nice," she relayed. John looked skyward as if threatened but continued to smile at her playfulness. Finally, now he could breathe a little.

"Fran!" Grace's voice called out from the top of the stairs. Before Fran could respond she ran down the stairs and threw her arms around Fran's waist.

"Gracie, angel!" Fran squeezed Grace in a tight, loving hug.

"You're really here! Daddy said you'd be here but Maggie and Brighton didn't believe him!" Grace was talking a mile a minute and Fran had to concentrate in order to understand her.

"Of course I came. I love spending time with you kids." Looking up, Fran noticed Maggie and Brighton coming down the stairs as well. And before she knew it, she was surrounded and encased by the Sheffield children. "Kids, I'd like you to meet John. He's the man I'm going to marry at the end of the summer."

John stepped forward with a big smile plastered across his face. He loved being around kids, but the Sheffield children looked less than pleased to meet him.

Fran introduced the kids one by one. "John, this is Maggie, Brighton, and Gracie."

"Hello, it's nice to finally meet you," John said. "Fran talks about the three of you all the time."

"How come she never talks about you?" Brighton asked, a forced smile on his face.

"Brighton Sheffield!" came Max's calm but curt tone. He casually strode over from the direction of the living room to where Fran and John and the children were standing in the foyer. He took a moment to greet Fran with a friendly kiss on the cheek and a shake of John's hand before reprimanding his son. "Brighton, apologize to Mr. Stevenson. That's a very disrespectful thing to say."

Brighton looked down at his feet and muttered his apology. "I'm terribly sorry about that, John," Max continued.

"No harm done, Maxwell," John assured him. "Kids are kids, right? They say whatever comes to mind."

Niles cleared his throat to break the sudden tension to announce dinner. "Dinner is ready, sir," he addressed Max.

"Wonderful! Children, why don't you go first?"

The adults followed the children to the dining room where six place settings were already dished out and waiting.

Throughout dinner Fran was her usual boisterous self while John remained quiet unless spoken to. The kids lit up and burst into laughter when they heard the latest mishap of the Fine family. Max smiled as he watched the scene play out in front of him. His kids were laughing and happy. Fran was ecstatic and John . . . Well, he looked a little out of place but tried to remain in good spirits. He kept glancing Max's way whenever Fran laughed, placing his hand over hers, as if to emphasize _she's_ _mine_. It made Max scrunch his brows in irritation. What were they - teenagers - fighting over the same girl? He gripped his fork tighter and looked down at his plate.

"Maybe you could take Brighton to a Mets game sometime," Fran asked John. "He loves baseball."

Max snapped his head up at the suggestion and immediately looked at Fran. "Fran, I can always take him. I am his father after all."

Fran was sitting directly to Max's right, within reach, and she placed a hand on his forearm. "But B tells me you're always too busy to take him."

"I'll make the time then. He's my son-"

"That's ok, Dad," Brighton piped up, not wanting to start an argument.

"It's not ok, Brighton-"

"You know what?" John interrupted. "Why don't the three of us go? A boys day out. That way the ladies could do whatever they wanted."

"What a great idea, sweetie!" Fran exclaimed. "Max?"

Maxwell looked less than pleased but managed a smile anyway. "Oh, um, I suppose-"

"Cool!" Brighton nearly shouted.

"A friend of mine is a season ticket holder so he can get us seats by the dugout," John explained.

Max sat back in his chair, stunned. What was it? Interrupt Maxwell Sheffield Day? He glanced over at his son, who was beaming with excitement and talking animatedly with John about baseball. What happened to the mischievous, smart-mouth boy he saw earlier? Was he too invested in his work to pay attention to his children's needs?

Soon enough, the dinner conversation shifted to several different topics and when dessert was served, Maxwell was in need of a few peaceful moments in his office, along with a glass of something strong.

And sure enough he got his wish.

After dessert everyone retired to the living room, except Max, who politely retreated to his office. Once Niles left a decanter and a glass on his desk, Max moved out onto the terrace. He took a big swallow and savored the burn of the whiskey as he looked up at the dark sky. There was a slight breeze and it was cooling, pleasingly contrasting with the warm feeling the alcohol was stirring his insides.

He let out a sigh. Tonight went well, he thought, but he wished that he and Fran could have been alone. He didn't know what was wrong with him. He shouldn't be lusting after a woman who was engaged, knew it was morally wrong, but he couldn't help himself. No matter if she reciprocated or not, he deeply cared for Fran. Sure, they had little in common hobby-wise, but the children brought them together in a way he couldn't explain. It just was.

"There you are."

Max jumped a little, startled by Fran's voice. Even in high heels he didn't hear her come up behind him.

"We're missing you inside." Then she laughed. "John's teaching the kids to play cards."

Max resisted the urge to roll his eyes. Instead he rotated his jaw to the side to curve his jealousy. "Isn't that nice of him. Now my children will be prepped for the casinos."

Fran was taken back by the sneer in his tone. She leaned over to look at his tumbler - not empty - and could smell the smoky aroma of brandy. She plucked the glass from his hand and set it out of his reach beside her on the outdoor table. "Maxwell, what's gotten into you?"

He moved away from Fran and balanced himself against the short brick retaining wall. "Nothing. I just needed to get some air."

"You've been out here for almost half an hour. It's not like you to retreat from your family."

"You don't know anything about me, Fran, or my past. You only know what the children told you."

Fran remained quiet for a moment. He was so fragile - emotionally. She knew he still carried the pain of losing his wife but that was the extent of it. Below the surface there was a lot more to Maxwell Sheffield she didn't know about. But she couldn't just let him wallow in self-pity and sulk. So she reached out and put a hand on his shoulder, making him turn and face her. "Max, talk to me. I can't bear to see you like this. You're one of the strongest men I know. You can't keep whatever's bothering you inside."

Max looked into Fran's caring dark eyes, struggling for words. Then he gazed up at the black sky, void of stars, but still peaceful. "I don't know what to say, Fran. I could tell you I miss my wife - I think about her everyday - but I'd just be lying to you."

Fran swallowed hard. She had an inkling of where this was going, and she didn't know how she'd take it, but he needed someone to talk to. "Then what is it? You can tell me."

"I want to be happy again." Max let out the long breath he'd been holding. There, he admitted it. " _You_ make me happy," he almost whispered, but both heard it loud and clear. He turned to look at her again and her eyes were on the verge of tears.

"Max . . ." Fran breathed out, stunned by his admission. She laid a hand on the brick wall to steady herself. They stayed silent while his words sunk in. Then their hands began to migrate towards each other like magnets until their fingers interlaced.

Fran finally felt the tears she'd been holding back slowly drift down her cheeks. She smiled despite herself and tightened her grip on his hand. "I'm glad I make you happy," she said.

With his free hand, Max reached down and wiped away as many of her tears as he could. "I'm sorry if it's too much. But I needed to say it. You've made the children so happy in the weeks you've known them. I don't have enough words to thank you. But most important, you brought the light back into my life. Since we first met, you're all I can think about . . ."

Fran closed her eyes as more tears fell. She couldn't let him finish. She knew what was coming and she couldn't handle it. They were too close. There was a third person in the picture and she couldn't just cut him out of it.

"Fran, I . . . "

Fran put a finger to his lips to quiet him. She noticed the lingering pain in his eyes was gone, replaced with something carefree and light. What he told her made her heart skip a beat. She knew what he wanted and she needed to give it to him - if only this one time. She wrapped both hands around his neck and pulled his face down to hers. Their lips met in a crash, both surprised by the impulsive act.

Max wrapped an arm around Fran's waist to pull her as close to him as possible and buried his other hand in her long, curly hair, finding the back of her neck. He nudged Fran's lips with his tongue until she opened, letting him explore her mouth further. They pulled back long enough to catch their breath before Max leaned down and slanted his mouth over hers in another deep kiss. All the blood rushed to his head as all he could think about was Fran and the feel of her lips on his. So warm and soft. He could stay like this forever.

Finally, Fran was the one to pull away. Both their chests heaved with every intake of breath. From the glow of light in his office, Max could see Fran's flushed cheeks and smudged lipstick. He felt slightly foolish as he wiped his mouth with the back of his hand. His heart was beating overtime, but it was worth it. After weeks of keeping her at arms length, he had no idea how wonderful it felt to indulge in a passion he kept buried for so long.

"I-I think I should go," Fran said, breaking his reverie. She backed out of his embrace, too afraid to look into his eyes and see the honest emotion. "Thank you for having me . . . and John over for dinner." Then she moved towards the terrace doors and disappeared into his office.

"Fran, wait!" Max called out to her, but she was already gone. "Shit," he mumbled under his breath. He turned around to the brick wall, leaning over on his elbows, and buried his hands in his hair. What the hell was he thinking kissing her back? Now he probably just ruined everything they had between them. He went too far, he knew it. But . . . But he loved her. He squeezed his eyes shut as he silently admitted his true feelings. It felt too soon to be in love, but he knew in his heart that he was deeply in love with Fran Fine, engaged or not. "And now I screwed everything up."

He remembered the half empty glass of brandy he was drinking earlier. He picked the glass off the ceramic table and downed the rest of the alcohol. He needed the aching burn and numb feeling it gave him. Especially after what just happened. He entered his office in desperate need of another glass only to find Niles waiting beside his desk.

"Miss Fine and Mr. Stevenson are leaving, sir," Niles said.

Max set down the empty glass. "Thank you, Niles, I'll be right out." With a nod, Niles turned on his heel. Again, Max raked his fingers through his mass of thick hair. How long was Niles standing there? he wondered. Had he witnessed the passionate embrace he shared with Fran? Dear God he hoped not.

He waited another minute to collect himself before sending his guests on his way. He knew he probably looked flushed from their heart-stopping kiss. Once he felt comfortable though, Max meandered out to the living room.

The kids were hugging Fran goodbye. John gave Brighton a high-five and a little wave to the girls. It seemed like the children had opened up more with John.

"I'm very sorry I disappeared on our evening. I wasn't feeling well," Max said, coming to a halt in the foyer.

"Sorry to hear that, Maxwell. I hope you get better," John replied with a slight quirk of his lips.

Max smiled back at John. For heaven's sake! Did the man have to be so damned polite? he thought. "Thank you, John. It was wonderful seeing you again." The two men shook hands.

Meanwhile, Fran remained silent. She didn't trust herself not to say anything in front of John after what happened between her and Max.

"Fran, I enjoyed having you over for dinner," he said, turning to face her. "I hope we can do it again sometime."

"Of course," she replied over the lump in her throat. When he leaned down and kissed her cheek, she was reminded by the hot, open-mouthed kiss they shared minutes earlier. Damn, now she was getting that feeling again. Her insides fluttered and her knees felt weak at the slight feather-touch of his lips on her cheek. When he pulled back, he was smiling in that boyish way of his that made him look years younger.

"I'll, um . . ." Her mouth was dry and her mind clouded. "Maybe I can take the girls shopping sometime soon?"

"I'm sure they'd love to."

"Yeah, please, Fran," Maggie and Grace said at once.

"Definitely." She gathered all three kids and hugged them one more time before taking John's hand.

"Thanks for having us," John addressed Max. "And for the wonderful meal, Niles."

"You're very welcome, sir." Niles bowed slightly as a form of goodbye.

"Yes, and thank you for coming," Max said. "Take care." He waved as Fran and John made their exit then turned in the direction of his office.

"Dad, where are you going?" Brighton asked.

"My office. I have something I need to finish."

"But you were just in there."

"Yes, I know. You and your sisters should be getting ready for bed."

"But it's only eight-thirty . . ."

"Brighton-"

"Daddy, I'd like a bedtime story. Please?" Grace pouted with her bottom lip.

Maxwell let out a quiet sigh. "Alright. I'll meet you upstairs."

Grace hugged her father around the waist then ran up the stairs. Brighton and Maggie followed.

Later, when Max knocked on Grace's bedroom door and stepped inside, she was already in bed waiting for him. He plopped down next to her and stretched his legs out then wrapped an arm around her shoulders. "Which bedtime story will it be tonight, sweetheart?"

Grace turned to look at her father. "Tell me a story about Mommy."

Max looked over at his daughter. She was so young and innocent in her pink pajamas and tired eyes. She didn't deserve to have an empty space in her life. "Well," he started, "there are so many stories I could tell you, but sweetheart, tonight just isn't a good time for Daddy. Alright?"

"Why not? Don't you love her anymore?"

Max was taken back by his daughter's words. Was that really what she thought of him? "Of course I do. I think about your mother everyday. And sometimes when I really miss her, I just look at you and Maggie and Brighton and I'm reminded of what she gave me; a piece of her that's grown in all three of you."

Grace leaned her head into Max's shoulder. "Does that make you sad, Daddy?"

"Oh, I don't know, sometimes, I guess. But I try not to feel so sad anymore."

"I can tell. You have Fran and she doesn't make you sad."

Max's brow went up. When did his daughter get to be so perceptive? he wondered. "That's right. When she's near I don't feel sad. But sweetheart, you have to understand that Fran and I are just close friends." Ha! his subconscious laughed at him. Friends indeed! Wasn't it just moments ago that he silently admitted his love for Fran? So much for being close friends.

"Oh." Grace looked down at her hands.

"But, hey. You know she'll visit anytime she can, right?"

Grace nodded in reply. "Daddy, will you stay for a while?"

Max leaned down and placed a kiss to the top of her head. "Of course I will." He paused to look Grace in the eyes, making sure she understood what he said next. "Your mother loved you very much, sweetheart. Along with your siblings. Even though she's not here physically, she'll always be a part of you; no matter how you grow up or how you face the world. Never forget that, alright?"

"Ok, Daddy."

Max smiled and closed his eyes. It was an eventful evening. He and Fran kissed; he finally admitted he was in love with her; and he just shared an emotional talk with his youngest. He wondered what tomorrow would bring because right now everything seemed just right. Well, almost.


	7. Chapter 7

**A/N: Hello everyone! I wrote this chapter as quickly as I could and hope it lives up to your standards. Again, special thanks to arty60 and PrettyLady5! Your consistent reviews keep me going! Hope you enjoy this part as our love triangle continues!**

Chapter 7

 _Fran wrapped her arms around his neck as Max fused his lips with hers. She exhaled a moan into his mouth when their tongues met. Teeth and lips meshed as the heat between them increased to a point where they had no intention of letting go._

 _She curled her hands in his wavy dark hair, holding on for dear life. He held her gently by the waist while his lithe fingers caressed her hips through the fabric of her sweater._

 _Max pulled back only to gasp for air. "I want you," he breathed huskily, his mouth just inches from hers._

 _Fran tightened her hold on his neck and closed her eyes, leaning her forehead against his. When she gazed into his eyes she could see the desire and love reflected in them. Without a word she nodded her head and Max closed the distance between them. Their mouths hungrily collided once more. They continued to kiss and caress until Max curled his hands under Fran's bottom and lifted her up._

 _Fran wrapped her legs around him while she adjusted her hold on his shoulders. He nibbled on her lower lip and she let out a gasp at the slight sting of pain as she thought she heard a growl escape his lips. Closing her eyes once more, Fran took over the kiss. She cradled his cheek with her palm as their embrace deepened._

 _His arms tightened around her waist as the desire began to build into something they no longer could control. Their hold on each other seemed to last forever. Neither of them wanted to let go . . ._

Fran woke up with a start. Her heart was beating rapidly and her face felt warm and flushed. Turning her head to the right she gazed over John's sleeping form. He was wearing his beloved Mets t-shirt and one arm was resting over his stomach while the other seemed to be hanging off the edge of the bed. His light snoring eased her away from sleep. Sneaking a glance at the alarm clock, it was only five in the morning.

Sighing, Fran laid back down, trying to wrap her mind around the semi-erotic dream she had. God, it felt so real. She instinctually touched her lips, remembering how he kissed her in her dream. It wasn't right, though. She shouldn't be dreaming of _him._ But last night _she_ had kissed Maxwell Sheffield outside on his terrace. And he'd responded. From the moment their mouths met she knew she made a mistake. Something she could never take back. And the worst part, she didn't want to.

Fran pulled back the bed covers with unnecessary vehemence. She couldn't think straight lying in bed with John sleeping next to her. He must have felt the mattress shift when she got up because she felt his hand on her wrist. Fran froze, momentarily panic stricken that he might have read her thoughts.

"Why are you up so early?" John asked, his voice still full of sleep.

"I couldn't fall back asleep. I'm going to shower then go out and bring back breakfast. Is that okay?"

He mumbled something incoherent so she took that as a yes. His hold on her wrist released and he fell back onto his pillow, pulling the bed sheets with him.

Fran let out a long breath. Would it always be like this? she wondered. Whenever she thought of Max would panic ensue in fear of John finding out? She hoped not. It was just a dream, she reminded herself. I can handle this.

Stepping into the warm spray of the shower she allowed her mind to drift back to the previous evening. Dinner at the Sheffield home was wonderful but her conversation with Maxwell outside his office troubled her. He opened up to her in a way she wasn't expecting him to. It made her smile as she remembered that he told her she made him happy. That the children were happy again. Her job was done, right? That was what she wanted - for the Sheffields to be happy again. But her blossoming friendship with Maxwell was becoming too complicated. They shared an intimate moment. It could - and would - never happen again. John was the love of her life; she was certain of it. But Maxwell was completely different in every way.

Fran snapped her shampoo bottle closed to halt her thoughts. She couldn't keep comparing the two men in her life. It was eating her alive already. She needed to settle this once and for all.

After she dressed into a designer skirt with a matching blue blouse and slipped into her heels, Fran picked up the phone in the living room. She dialed the number on the business card Max had given her at the opening of his play. Niles answered and she felt a flash of relief.

"Good morning, Niles," she said in her most cheery tone.

"Oh, good morning, Miss Fine," he replied.

"Niles, I really wish you'd call me Fran. We don't need to be formal with each other."

"Alright, Fran. What can I do for you?"

"I was hoping I would catch Mr. Sheffield but could you give him a message for me?"

"Of course, Fran."

"Just let Mr. Sheffield know that I have an extended lunch today and was wondering if he was available to join me. I have something I need to talk to him about."

Niles smiled on the other end of the phone. His employer and this woman seemed so good together. The way they acted around each other was just so natural it didn't seem real. The only exception being that she was engaged to another man. "I'll pass it along. He should be up soon."

"Thanks, Niles."

"Anytime, Miss - Fran."

Fran smiled at his near slip-up. She liked Niles. He was so sweet and loyal. She wondered how long he and Max knew each other. They seemed to be much more than 'sir' and butler - almost like brothers. She said goodbye to Niles and told him to say hi to the kids for her.

She placed the phone back in its cradle and glanced back at the closed bedroom door. John was still asleep. He wouldn't be up until six so she had a good twenty minutes to run down to her favorite bakery.

When Fran returned with a large bag full of bagels, croissants, and pastries, John was seated at the little round dining table reading the paper.

He glanced up at her as she moved around the kitchen. "Is there any left for me in there?" He indicated the paper bag.

Fran turned and gave him a mocking glare. "Haha. And yes, there's plenty for you."

He stood up and moved towards her, wrapping her in his embrace. He kissed her slowly, in the way he did every morning. "I wished you would have joined me in the shower."

Fran giggled as his mouth trailed a path of tiny licks and kisses up her neck. "I didn't want to wake you. It was too early."

"Too early for this?" His mouth continued its assault on her neck while his hands moved lower down her thighs.

Fran let out a groan as she tilted her head to the side. She closed her eyes when she felt his fingers creeping under her skirt and between her legs. John pulled back from her neck only to take her mouth in another long, tender kiss. Fran ran her hands down his back, feeling his strength. "I-I . . ." She couldn't form a coherent word as her body surrendered to his gentle ministrations.

"I need you," he whispered against her lips.

Fran could feel just how much he wanted her from the hardness she felt against her waist. "Mmm, but sweetie, we don't have time."

They kissed again. "I'll be quick, please? I just want to show you how much I love you."

Well, when he said it like that she couldn't argue with him. She wrapped her arms around his neck and took his mouth in a deep kiss. John lifted her up and she wrapped her legs around his waist while he walked them to the couch. He plopped down with her straddling his lap. Their mouths parted for a few heartbeats to catch their breath.

"Pity I'm already dressed for work," John whispered, looking down at his impeccable blue suit.

"But this way it's more sexy," Fran purred and leaned over to kiss him.

They made love as quickly as they could manage without wrinkling their clothing. Afterward, Fran was curled up on his lap, her head resting against the soft polyester of his shirt, listening to his heartbeat. "I love you," she said, meaning it with all her heart.

He kissed the top of her head. "Love you too, honey."

She climbed off his lap and pulled on her previously discarded panties and nylons while John zipped and readjusted his slacks.

Once they were both put back together, they ate breakfast in a content silence. John finished his cup of coffee then grabbed his keys and jacket. Fran stood and walked him to the door.

"Have a good day," she said.

"I might be home late. Harry wanted to grab a drink after work."

Fran placed her hands on his chest while he pulled on his suit coat. "Sure, go ahead. Maybe Val will want to come over while you're gone."

"Uh-oh. You and Val alone in our apartment?"

"Hey!" She playfully slapped him on the chest. "That was one time."

"I believe there was alcohol involved."

"True, and I've learned my lesson."

"Good." He winked then looked down at his watch. "Sweetheart, I gotta go before I miss the train." He buttoned his coat then leaned down and kissed Fran goodbye.

"Love you," she said as he hurried out the door.

"Love you," she heard him call over his shoulder.

Once he was out of sight, Fran closed and locked the door then went back to the kitchen. She popped a piece of a croissant in her mouth while she cleaned up the breakfast dishes. Their hurried lovemaking had added an extra bounce in her step and Fran felt like she was floating, until the ringing of the phone stalled her movements.

"Hello," Fran sang into the phone.

"Hello, Fran."

Fran smiled when she heard his voice. "Max! Hi! Did Niles give you my message?"

"Yes, he did. I'd love to join you for lunch, but I won't have very long. Things at the theater are hectic."

"Oh, that's fine. I just thought it would be nice to see each other again. We haven't done lunch with just the two of us yet . . ."

"I agree. It's long past overdue."

"Hey, I know a really great deli in Union Square near the theater district. Pret A Manger. It's fast and they have the best club sandwiches."

"Sounds tempting already. I can't wait."

"I can be there at twelve-thirty if that works for you?"

"Twelve-thirty it is."

"Ok, I'll see you then."

"Bye, Fran."

She hung up the phone and once again felt like she could walk on water. The only trouble was how to let him go. She couldn't keep spending her time with Max. She loved the life she had. And she wanted the life that she and John would share together once they married. But Max had a different hold on her. A grip that was becoming albeit a little too painfully strong. She had to pull free while she had the chance, otherwise she feared she'd lose everything.

* * *

Maxwell sat at a table near one of the tall glass windows. That way he could spot her if she walked by. He found the establishment easy enough, but she didn't tell him how busy it would be. He almost had to run over two young women just to get a table. Numerous impatient consumers gave him an angry look as he sat by himself with nothing in front of him. He looked down at his watch as if to emphasize that he was waiting for someone. Which he was.

It was twenty to one before he finally spotted Fran plowing her way through the endless line. "Sorry I'm so late," Fran apologized.

"That's alright. It would have taken me fifteen minutes just to walk across the room. You didn't mention how popular this place was."

"Oh, I didn't?" She flashed him one of her gorgeous smiles. "Well, they say you've never lived in New York if you haven't been to this place."

"Really?"

Fran shrugged. "I don't know. I just made it up."

She laughed and placed a hand on his forearm. Max looked down as her fingers subconsciously moved back and forth over the sleeve of his jacket. It was just one of her natural gestures he'd picked up on during their friendship. It made him smile at the little things she did that were beginning to have more meaning in his life.

Fran decided to endure the long line and order for the both of them while Max secured their table. He didn't want one of those sleek businessmen or high profile lawyers to steal it away. He didn't come here for nothing. He practically had to beg CC to let him leave for lunch today. Sometimes, he felt she was more a part of Sheffield/Babcock Productions than he was.

When Fran finally returned with two club sandwiches he eyed his with a critical stare. He'd never been one to indulge in simple foods such as a deli sandwich. It was always the fanciest French cuisine or the most expensive seafood. But one bite and he was in heaven. Why had he never visited this place before? he wondered.

"You like it?" Fran asked him.

With his mouth full, he nodded. "Wow, I feel like a completely different person. I'm no longer the stuffy Englishman."

Fran laughed. "Oh, Max, you're not stuffy. You just have to loosen up a bit and try new things."

"You're right. If I'm not careful I may end up eating here everyday I'm at the theater."

When they finished eating, Fran and Max continued talking. He told her about the new play he was going to option and she told him about the fall line she was coordinating all on her own.

"So you love fashion?" he inquired, which now that he thought about it was probably a stupid question to ask.

"Always have. My mother tells me it's a gift."

"Then you should come work for me. I mean, work with me . . . as costume designer."

Fran shook her head. "Oh, Max, I don't know. I've never actually designed anything on my own yet. I'm mainly just an assistant and occasionally coordinate production."

"But I can tell you'd be good at it."

"I appreciate the offer but I feel it would be too awkward. You know, since we . . ." She let her words trail off, hoping he'd pick up the cue.

"Oh, um, I guess so. I'm sorry. I wasn't thinking. I just thought it would be nice to spend more time together."

And there was her opening. She had to let him go. In the most ironic way he was destroying her - and he didn't even know it. "Max, about that. Spending time together-"

Max held up his hand to stop her. "I know what you're going to say, Fran. That last night was a mistake and being around me is making things for you and John more difficult."

Fran stared at him wide-eyed. "How did you . . ."

"Guess?" he finished for her. "I can see it in your eyes, heart it in your voice. I know something's troubling you. And I fear that I'm the cause of your worries."

Fran placed one of her hands atop his. "Don't blame this on yourself, Max. I'm the one that started all of this. Last night was-"

"Please don't take it back," he pleaded. "It wasn't a mistake for me. You and I . . ." He turned his hand over and laced his fingers with hers. "You're all I can think about, Fran. The thought of you keeps me going everyday. I need you in my life."

Fran pulled her hand away from his. "Maxwell, this has to stop. We're friends - good friends, but I can't give you anything more."

Max turned to gaze at a spot on the floor. She was pushing him away but it only made him long for her more. Even if she was a thousand miles away he'd still find a way to be with her. He loved her. But she couldn't love him back.

"I have my own life," Fran said, causing him to look back at her. "I can't live two of them. You are a wonderful man, Maxwell Sheffield. I know you'll find someone to share your life with."

 _A life with you,_ he wanted to say but couldn't. "I should be going," he said, looking down at his watch. "CC will have my head unless I don't get back soon." He stood up and placed a few bills on the table. "Thank you for lunch, Fran. It was good seeing you again." He stepped aside to leave but she took hold of one of his hands.

"Max, you and I, we'll always be close."

Max squeezed her hand. "I know. I just wish it was different." He let go of her hand and moved towards the front of the shop.

Fran watched him leave then went to grab her purse. She noticed her hands were shaking. Why does he always do this to me? her mind screamed. He kept stirring something deep inside her and she feared that it was beginning to make its way to the surface. It was better this way, though. Now she could concentrate on loving John the way she should be.

* * *

"Ok, Val, one bottle of wine. That's it. I promised John I wouldn't go overboard." Fran and Val were at her apartment sharing a bottle of wine while they watched an old Cary Grant movie on TV.

"Is it because of last time? When we both got shnockered?"

Fran laughed, remembering that night a few years ago. "I'll never forget the look on his face when he came home."

Val shook her head, reminiscing as well. "Oh, Fran. I don't know what got into us that night."

Fran smiled. "I know. A few shots of tequila and one too many cocktails. By the way, I didn't know you could mix drinks so well."

"Yeah, at the time I was dating a bartender and cocktail recipes was all he talked about."

"At least it's not a totally useless skill."

Val nodded her head in agreement. They watched the movie for a little while in silence even though they'd both seen it a hundred times. By the end, Fran and Val were crying.

"Oy, it always gets me when they finally reunite," Fran said, wiping her tear-stained cheeks with a tissue.

Val rubbed Fran's back. "I know. If only she could have met him at the top of the Empire State Building like they planned."

"Val, you've seen this movie several times. You do know she was paralyzed in a car accident so she couldn't meet him, right?"

"Uh, yeah, I know. It just seems like a waste of time for her to just sit there and not say anything."

Fran rolled her eyes then stood up to polish off their wine glasses and refill the popcorn bowl. "I had lunch with Max today," she said. She didn't know why she brought it up, it just sort of spilled out.

"What? You did? How come you didn't say anything earlier?"

Fran shrugged her shoulders as she returned to the living room. "Cause it was just lunch."

"Yeah, lunch with a single millionaire." Val gave Fran a gentle push on the shoulder. "So how is he?"

"Good. Considering John and I had dinner at his house the previous night."

"You know you spend an awful lot of time with him."

"I know. And I keep telling myself it's because of the kids, which it is, but for some reason I can't stay away from him. I even planned to part ways with him over lunch but I still can't get him off my mind." Fran paused to look at Val. "Oh Val, he looked so rejected when he left. It's all my fault."

Val took one of Fran's hands and gently squeezed it. "Fran, is something going on between you and Max?"

"What?" Fran snapped. "Of course not. We're just friends."

"Maybe it's more than friends."

Fran sighed. "Val, would you leave it alone. There's nothing between us. I'm marrying John because he makes me happy."

Val was smart enough not to say anything more. She just wished that Fran would trust her heart. She knew her best friend longed to be married, but was it worth it when you had feelings for someone else?

"Val, you want some ice cream? I'm feeling something with a lot of fudge."

"I thought you'd never ask."


	8. Chapter 8

**Hello everyone! I'm terribly sorry for the month long hiatus. August is always a busy month for me. So you know, I am a college student and my schedule is very time consuming so if my updates take forever I'm sorry, just stay patient. I'm glad for the positive reviews so far! There is plenty more for this story so don't go away!**

Chapter 8

Maxwell sat behind his desk while CC was seated on the green love seat across the office. He was buried in a script while awaiting an important phone call from London.

"Maxwell, I am coming with you next week to London, right?" CC asked.

Max looked up at her over his glasses. "Mm, yes. That is, if they agree to let us option their play."

"It'll be glorious," she drawled, looking out at the terrace. "You and me in London. Such a beautiful, romantic getaway."

"But, CC, you do realize this is only a meeting," he said, his eyes scrutinizing her from across the room. "Strictly business. We'll only be there a few days, hardly enough time for a vacation getaway."

CC tossed the folder of contracts down beside her. "I know, but that's during the day. After hours it'll be just the two of us."

Max paused mid page-turn then folded his hands in front of him. "CC, this is an important meeting. This play, if we can option it, will be our biggest success this year. I hardly think there will be time for sightseeing and romantic walks at dusk. Now, have you finished going over those contracts?"

CC averted her gaze from his. Why did she even bother anymore? He never paid her any attention unless it was business related. She might as well just disappear altogether. He wouldn't even notice anyway. "Yes, everything's written in, just as you asked." She handed him the folder then sat back down dejectedly on the leather sofa.

There was a knock and Niles strolled into the office, carrying a tray and a pot of tea. "Mr. Sheffield, Miss Fine is here," he said, taking his place beside the edge of Max's desk.

Max sat up straight in his chair at the mention of her name. He hadn't seen or heard from Fran since their lunch date a couple of weeks ago. "Oh. Was there something she needed?"

"She's taking the children to the beach today. I thought it best to let you know."

"Right. Of course."

Niles eyed his employer speculatively. He always seemed a bit off when it came to Miss Fine. "Would you like to see her? I can send her in."

Max continued to look at his hands as if they were the most fascinating thing in the world. "Um, yes, why don't you."

"Would you like more tea before I leave, sir?"

"Just leave it on the desk, Niles. Thank you, that'll be all."

Niles nodded as he set the tray down then turned to leave, but took a minute to properly greet Miss Babcock. "Well don't you look a sight for sore eyes," he said, gazing up and down at her dark pant suit.

CC gave Niles one of her twisted grins. "Says the man who washes his boss's underwear for a living."

Niles smiled back and cocked his head to the side. "At least I've actually touched a man's undergarments." With that he exited the office, hearing a distinct "Mr. Clean" comment being called after him.

When Fran entered his office, Max set aside the script he was reading. She sauntered around the edge of his desk and he silently appreciated the outfit she was wearing. A short white skirt with a pale yellow sleeveless top to showcase her toned arms and legs.

"Fran, it's good to see you," Max said, leaning back in his chair.

"Likewise." She gave him a wide smile and adjusted her sunglasses on top of her head. Not caring that CC was also in the room, Fran hopped up on the corner of Max's desk, crossing her legs in the process. "Maxwell, I thought you'd be joining us at the beach today?"

Max looked over at CC, caught off guard. "Oh, well, I wasn't aware you were taking the children to the beach."

"The kids didn't tell you?" Fran shook her head. "Never trust Brighton to pass along information." She laughed and Max could feel the heat in his cheeks. Whenever she let out that nasally laugh of hers it made his heart swell with emotion.

"Well, I think I can step out for a few hours. It has been a while since I've been to the beach . . ."

"But, Maxwell!" CC finally made her presence known. "We have a lot of work to do before London."

Max began straightening the papers on his desk as a distraction. "Yes, I know, CC. It's just . . . I'd like to spend a little time with my children, that's all."

"But what about the phone call?"

"CC, I'm sure you can handle it on your own. I'll only be gone a few hours."

CC looked away from him, knowing she'd been defeated, and settled her attention on the notes she'd been writing.

"Are you leaving now?" Max asked Fran.

"If you're waiting for a phone call there's no hurry. We can wait for you."

Max shook his head. "No, you and the children go. When I'm through here, I'll just meet you there, how does that sound?"

"Ok. But don't you show up in that fancy suit, mister." Fran pointed a finger at him.

He smiled at her. "What about you?" He gazed at her outfit once more, this time with a closer view. "Doesn't look too comfortable for the beach."

Fran leaned in closer next to his ear. "That's because it's underneath," she whispered. Max just stared back at her, his lips curling into a goofy grin. My God, the things she did to him. Or rather didn't do. She playfully chucked his chin with her fingers then slipped off his desk.

Max exhaled a long breath as he watched her leave. This phone call couldn't come sooner, he thought.

* * *

Maxwell slipped on the sunglasses he seldom wore as he made his way across Asbury Park. The sand on the beach was rough and warm as it sifted between his feet and flip flops. The shores of New Jersey were fairly popular and on a hot, sunny afternoon in June, colorful umbrellas and moving bodies spotted the lengthy shoreline.

Through shaded eyes Max searched for any trace of Fran or his children. He must have been walking the beach for a good five minutes, stepping over suntan-loungers and dodging frisbees, when he heard her familiar nasally voice.

"Max!" he heard her call out to him.

He spun around and spotted Fran waving an arm, motioning him over. He made the short trek to their spot and laid down his beach towel. When he set his eyes on Fran, this time at a closer distance, his heart nearly stopped. She was dressed in a simple black bikini, but there was nothing simple about it. It left little to the imagination and he could already feel his cheeks flush, not just from the sun's rays but from her sheer beauty.

"You made it!" Fran exclaimed.

Max smiled. "I wouldn't have missed it-"

"Daddy!" Grace raced over to her father and threw her arms around his waist, sending Maxwell stumbling back a few steps from the force.

"Hello, sweetheart!"

"Fran and I were making sand castles. You wanna see?"

Maxwell chuckled at his little girl's excitement. He followed her and knelt down to inspect her castle. "Why it's fit for a king!" he exclaimed. Grace laughed and Max began tickling her stomach.

"Daddy, stop!" Grace begged.

Max let her go then turned back to Fran. "Where's Maggie and Brighton?"

"They're out in the water," Fran gestured toward two figures bobbing up and down in the sea. "I'm surprised Maggie hasn't tried drowning Brighton yet."

"Yes, he is a handful at times." Max watched as Grace settled on adding to her sand castle before retreating back to their umbrella. He plopped down on his towel and leaned back on his elbows, making sure he had a clear view of the children.

Fran sat down next to him on the other side of the umbrella. "So tell me about London," she said as casually as she could.

At first Max was unsure if she said something as he was too engrossed with watching his children, but now she was staring at him. "Oh, right. It's just for a couple of days. A playwright in London wants me to produce their play, so I'm hoping we'll be able to option it."

Fran absently drew little circles in the sand with her forefinger. "CC sounded excited." She internally flinched at the note of jealousy in her voice.

"Hmm. Yes, CC will be accompanying me." He pulled up his sunglasses and noticed the forlorn look that crept across her features. "I mean, she is my business partner. There won't really be time for sightseeing or relaxing."

"Of course."

They grew silent for a few breaths until an idea popped into Max's head. "While I'm away, why don't you stay with the children? I'm sure they'd love that."

Fran brightened up at the suggestion. "Really? I'd love that too, but what about the nanny? Won't she be the one looking out for the kids?"

"Mm, yes, but you can visit everyday. Or even better. You could stay at the townhouse if you wanted to. We have plenty of guest bedrooms."

"Oh, Max, I don't want to intrude."

"But we're friends. And the children adore you. I think it would be a smashing idea."

"You really think so?" Fran wasn't sure. I mean, staying at his house? She loved those kids like they were her own, but living under his roof seemed too . . . personal. Plus, she already had an apartment of her own. "What if I think about it?"

"Alright. I'm leaving next week so you have plenty of time to think it over."

Fran nodded then reached for her suntan lotion.

"Here, let me." Max extended a hand for the bottle and Fran reluctantly gave it to him.

"Ok. You don't have to, you know. I'm fairly capable of applying it myself."

"I know," Max said as he gave her one of _those_ looks. He then squeezed a pinch of the lotion on his hands then began smoothing it up and down her legs.

Fran watched him the whole time, inhaling a quick breath when he looked up at her. She could see a tiny sparkle in those green eyes of his. But, oh God, did he have wonderful hands or what? He was so gentle with her it hardly felt like he was touching her.

"On your stomach," he said.

"What?" Fran snapped out of her reverie as she was mesmerized by his massaging fingers.

"Turn over. Let me get your back."

"Oh." Fran turned over onto her stomach and closed her eyes. Boy, she could get used to this, she thought as he began lathering up the back of her legs.

"Are you all right?" he asked.

"Of course. Why?"

"Oh nothing. You just look a little flushed. Is this the first time you've applied this today?" He held up the bottle of suntan lotion.

"Uh, yeah." She gave him a sheepish smile.

"Best to reapply it in another hour or so. I'm sure you'd rather not feel as if your skin were on fire." Max squeezed another dollop onto his hands and smoothed it over her lower back.

"No, you're right, I wouldn't." She crossed her arms and relaxed her head on the top of her hands, still watching him out of the corner of her eye. She started to fall asleep once he moved higher up to her shoulders.

"Ok, all done," Max announced as he snapped the bottle of lotion closed.

Fran mumbled something incoherent then turned and sat up.

"I think I'll go for a swim," Max said.

"Ok. I'll keep an eye on Gracie." Fran glanced over in Grace's direction. She was still playing in the sand. Good. Then she noticed Max unbuttoning the white linen shirt he'd been wearing. She couldn't help but stare. Those same fingers that just moments earlier massaged suntan lotion onto her skin were now unbuttoning his shirt. He wasn't overly muscular, but still looked to be in great shape for his age. And when he removed his shirt completely she appreciated the bulge of muscle in his arms and the tautness of his chest. Plus, the view of his backside as he waded into the water wasn't bad either.

Stop it! she chastised herself. You're an engaged woman, Fran Fine! To distract herself, Fran dug into one of the large beach bags she brought with and pulled out a tattered paperback novel.

"Fran!"

Fran looked up from her book when she heard Grace call for her. "What is it, angel?"

"I'm getting bored," Grace said as she came up next to Fran.

Fran gathered Grace next to her and wrapped an arm around the girl's shoulders. "Why don't you go swimming with your brother and sister? Look," she pointed to where Max threw Brighton into the water while Maggie laughed. "Your father's even having fun. I'm sure he'd love it if you joined them."

"But I want to stay with you." She looked up at Fran.

"Ok, angel. How about I come with you? We can wade in the water if you want?"

Grace nodded her head emphatically.

"Alright, come on." They stood up and Fran held out her hand to Grace where they linked fingers.

From the water Max watched Fran and his youngest walk hand in hand down the shoreline in ankle-deep water. He couldn't help but smile at the special bond between Fran and Grace. Now his little girl didn't feel so alone anymore. She now had someone he hoped would stay in her life for years to come.

"Dad, behind you!" Maggie shouted.

Max turned around to see Brighton coming at his legs underwater. He sidestepped him and when Brighton came up to the surface he was scowling and sputtering. "Hey! Maggie, that's not fair!"

Maggie stuck out her tongue at her brother and as punishment Max playfully spun his daughter around, in the process letting her fly and land with a splash. Then Brighton jumped on Max's back and the two stumbled underwater but came back up laughing and smiling.

* * *

When they all returned to the townhouse everyone was exhausted. Since Fran had taken the kids to the beach he insisted that she stay for dinner. She agreed but told him she'd have to call John first and let him know.

"I'll just be a minute," she said as she took the cordless phone with her into the kitchen.

Maxwell watched her go with a look of sorrow. It pained him every time to see her walk away; for he was afraid he'd never see her again or that she'd grow uninterested and forget him altogether. Then there was John. He clenched a hand into a fist at the mere thought of his name. He was jealous and he knew it. He loved Fran, finally comfortable with saying it in his head, but there wasn't much more he could do. Tell her how he feels, yes, but was afraid of how she would react. Dammit, he thought. What would Niles say about all of this?

"I'm going to go clean up and change," Max said when Fran returned from the kitchen. "Could you . . . ?" He gestured to the children, who were sitting on the stairs, hair still dripping wet and cheeks as red as lobsters. It had been a long time since the children have had so much fun it exhausted them. Yes, things certainly were looking up.

"Mm-hm. Come on kids, let's go upstairs and get changed." She started up the stairs and they followed close behind.

"Are you staying for dinner?" Max heard Maggie say. He smiled as he turned and headed for the back stairs in the kitchen.

After dinner Fran sent the kids up to bed then returned to the foyer to collect her bags from their day at the beach. She saw Maxwell lingering in the hallway between the living room and his office. He caught her eye and she pointed to her wrist to indicate the time. He nodded and met her at the front door.

"May I walk you out?" he asked.

"Certainly."

Max took her bags while Fran dug her keys out of her purse. She didn't own a car but borrowed her parents' temporarily for their trip to the beach. Once she unlocked the doors, Max carefully placed the two bags in the front passenger seat.

"So . . ." Max awkwardly stuffed his hands in his pockets and looked down at his feet. He didn't know what to say. Thank you? Goodbye?

"I had a great time with the kids today," Fran said.

Max glanced back up at her. "Yes. So did I."

"Thanks for letting me take them. If it was anybody else's kids . . ."

"No. Of course. Your welcome. You know you can see them anytime you want."

Fran silently nodded. "I, uh . . . We should do this again. I mean, with the kids. Maybe go to Coney Island?"

"Yes, we should." He paused then opened his mouth to say something else but thought better of it.

"Well, goodnight, Maxwell."

Max stepped closer to Fran. He reached up and caressed her cheek with the back of his fingers. It was the perfect moment. Just the two of them on the sidewalk, daytime fading into dusk, the faint sounds of sirens in the distance. Tell her how you feel, his mind barked. But as he gazed into her dark eyes he knew this wasn't the right time.

"Goodnight, Fran," he said, letting his hand fall from her face.

Fran hesitated but took hold of one of his hands. She gave it a squeeze then leaned up on her toes and placed a soft kiss on his cheek. She stepped back and gave him a smile before ducking into the driver's seat.

Max waved while he watched Fran's car disappear down the street. As a slight summer gust of wind brushed his face, all he could think of was _her._


	9. Chapter 9

**Hello readers! Again, I'm very sorry for the super late update. I have been very busy lately and haven't had the time I would like to sit down and write. I'm slowly chipping away at this story and hope to finish it soon. Anyway, enjoy this next part and don't forget to leave a review!**

Chapter 9

It was late by the time Fran returned home from the Sheffields'. She dropped her keys in the small ceramic bowl on the shelf in the entryway then locked the door behind her. The only light in the apartment came from the single fixture above the sink in the kitchen. She could hear the tv in the living room, recognizing the voices of the Mets' commentators.

Fran flipped the light switch in the living room. That got his attention.

"Oh, you're home," John said, turning around from his spot on the couch to face her. "I didn't hear you come in. How was the beach?"

"I had a wonderful time. The weather was perfect." Fran dropped her purse on their 'dining room' table then picked up the two large bags she had brought to the beach.

John noticed her struggle with picking up the cumbersome bags. "Here, let me help." He got up and effortlessly picked them up.

"Just put them in the hall, I'll take care of it later," Fran replied.

John did as he was told and when he returned, he found Fran on the couch, snuggled up against the armrest. "That's my spot." He chuckled and she just rolled her eyes at him. "I'm sorry," he said, sitting down next to her. "You're probably tired." He put his arm around her shoulders and Fran turned and cuddled up next to him.

"When's this over?" Fran asked as she yawned.

John kissed the top of her head. "Almost. It's the bottom of the eighth. Only five outs to go, that is if the Mets don't blow it." He rubbed her shoulders to try and jostle her awake but Fran protested. "Why don't you go to bed, then? I'll be in as soon as it's over."

"Fine. If you want to get rid of me just say so." Fran smiled and elbowed him playfully in the side. She placed a kiss on his cheek before she stood up. "Goodnight," Fran yawned once more.

"Night." John watched her lazily walk to their bedroom. He'd never seen her so tired and worn out before. But it was a good thing. She finally had a reason to spend some time away from work and get out of the apartment. Except he did feel a little jealous about her being around Maxwell Sheffield so often. She told him that she spends her time with the kids but he knew better; he just didn't want to stir up another unnecessary argument. He let out a sigh. Only two more months. Then he could officially call Fran his wife and no longer have to worry over his fear of Maxwell Sheffield intruding on their lives.

Fran quickly changed out of her clothes and into her nightgown. As soon as her head hit the pillow she surrendered to sleep.

Sometime in the middle of the night, Fran couldn't be sure when, she heard the front door of the apartment slowly creak shut, as if whoever entered or left didn't want to be heard. She lifted her head from her pillow and turned to see that the space next to her was empty. Where was John?

For a minute Fran debated about getting up but the sound of feet shuffling on the other side of the bedroom door startled her. She squeezed her eyes shut, anticipating the worst, but soon felt the dip of the mattress and a familiar hand slide over her hip. Fran opened her eyes and turned around. "Where did you go?" she asked him, now able to control her rapidly beating heart.

"Hmm? Oh nowhere. Just checked the lock on the door. I thought I heard something earlier."

"Oh," was all Fran could say as she lay back down. He didn't sound too convincing, but the middle of the night was not the time to discuss it. But still, Fran couldn't help but wonder what he was up to.

* * *

Over the next several days Fran kept herself busy with work. She was happier now that her cousin had given her more freedom with his fashion lines. The added responsibilities to her job meant less time she could spend with the Sheffield children. She remembered that Max was due in London on Thursday and she still hadn't decided whether or not she wanted to stay at the townhouse. Fran knew the kids would be ecstatic but was more worried about how their nanny would handle it.

As Fran finished tidying up the apartment, she made up her mind about Max's offer and picked up the phone.

"Hello, Sheffield residence," came Niles' soft English accent.

"Hi Niles!"

"Oh Miss Fine, I mean Fran. How are you?"

Fran smiled as she listened to him. "I'm well, thank you. I was wondering if Mr. Sheffield was in?"

"I'm sorry, Fran but he's at the theater. Would you like me to take a message for you?"

"Um, no thanks, Niles. Maybe I'll just drop by and see if he can spare a minute. I'm not too far away, so . . ."

"It's the 43rd St Theater. That's where he is . . . with Miss Babcock as well."

Fran noticed the change in Niles' tone as he mentioned Miss Babcock. "Thanks, Niles. And you know what?"

"No, what?"

"I think you like Miss Babcock." She heard him scoff loudly into the phone and smiled, trying to suppress a laugh.

"Me? Like Miss Babcock? Just the thought makes me wish I hadn't eaten anything this morning."

"Oh, c'mon, Niles. I haven't been around long enough, but from the way you two interact, I know there's something more between you."

"Miss Fine, the only thing between Miss Babcock and myself is the irritating notion where she thinks Mr. Sheffield could even be remotely interested in her."

"So you've noticed that too, huh?"

"Oh don't get me started."

They both laughed and continued to exchange idle banter. After Fran ended her conversation with Niles, she grabbed her purse and keys and headed out to catch the next train into Manhattan.

From the few times Fran had been to a Broadway show, the streets were usually aglow with bright marquees and flashing signs. But during the day, the theater district was dull and quiet.

After circling the same block twice, Fran finally found the 43rd St Theater. She stepped inside and could immediately hear the sounds of rehearsal coming from the stage. As quiet as she could be, Fran slipped into the auditorium and stood in the back near the doors. For a few minutes she watched the scene being rehearsed on stage and was instantly mesmerized by the young actor's powerful, yet gentle voice.

Once there was a break in rehearsal, Fran scanned the theater for Max. She found him sitting in the front row directly in front of the stage, one leg crossed over the other with a legal pad resting on his thigh. His suit jacket was draped over the armrest and his shirtsleeves were rolled up to the elbow. He was in his element and Fran was a little nervous about disturbing him.

She made her way to the front row and sat down next to him. He briefly glanced at her, not recognizing her as his mind was preoccupied.

"Fran?" He fully turned to face the woman who was seated next to him. "What are you doing here?" He took off his glasses and stuffed them in the pocket of his jacket.

"Hi, Max, I was wondering if you had a few minutes to talk?"

Maxwell looked to the stage then back to Fran. "Of course. One moment." He stood up and went over to who she assumed was the director.

When he returned he took her elbow and led her over to an area out of earshot from everyone else.

"What's on your mind?" he asked as he buttoned the top button of his shirt and straightened his tie.

"I've been thinking about your offer to have me stay and look after the kids. And . . . Well, I think it would be a great idea. The kids will enjoy themselves and it'll be nice to stay somewhere with more space. Not that I don't enjoy living in Queens, it's just that our apartment is rather small and it gets a little cramped at times, and I'm rambling now, I know." Fran looked away, feeling embarrassed. She never knew how to act around someone as sophisticated as Maxwell Sheffield.

"No, that's alright. I love listening to you talk."

She gazed back at him in surprise and couldn't help but smile. "You do? Even with my voice?"

"Yes." He moved closer to her. "It makes you unique. That's what I like about you, Fran. You're never plain or ordinary. You're . . . You."

Fran wasn't sure if he was complimenting her or not. But the softness of his voice told her that he was. "Um, what time should I be at the house?" she asked, trying to deflect the conversation.

Maxwell realized he'd been staring and nervously cleared his throat. "I have to be at the airport by four so anytime before then would be fine."

"Great! I look forward to it!"

"Yes, and so will the children."

Fran nodded her head, unsure of what to say next. "Well," Fran said, looking back at the group near the stage, "you must be busy. I'll let you get back to work."

Maxwell just stared at her, entranced. She was always so beautiful. He longed to tell her but felt too afraid to do so. Whenever he tried to express his feelings around her, it always seemed to put a strain on their friendship. Oh how he wished things were different between them - simpler. That way he could show her . . . tell her how he felt. But this was how it had to be.

"Right, yes." Max rubbed his hands together to curb his nervousness. "I'll see you Thursday, then?"

Fran nodded. "Thursday." She gave him a smile before she turned and headed for the exit, her thoughts swimming in anticipation of the days to come.

* * *

On Wednesday it was the warmest day of the week and Fran was anxious to get home. She could barely stand the train ride. It was stuffy and to her, felt even hotter than outside, and not to mention the smell - a mixture of sweat and body odor. She was just thankful that the few seats around her were empty.

When she finally unlocked the door to her apartment, Fran could smell something cooking in the kitchen. She smiled, thinking how wonderful John was making dinner for her. "Sweetie!" she called out to him from the entryway. She hung up her purse and set down her briefcase before meandering into the kitchen.

"Hey, how was your day?" John answered, looking up from his work at dicing a tomato.

"Long. I'm just glad to be home." She came up beside him and wrapped an arm around his waist, leaning up to place a kiss on his cheek. "What are you making?"

"It's a surprise." He smiled down at her with a mischievous glint in his eyes.

"Give me a hint?"

"Ok. It's something Italian."

Fran let out a breath of air and shook her head. "That could be anything. But I'll leave you to it. It isn't everyday when a woman gets to come home to her man cooking dinner."

"That's right. Now you go relax, and I'll have dinner on the table in forty-five minutes." He leaned over and kissed her lips, letting it linger, then gave her a gentle nudge out of the kitchen.

"Alright," she huffed in mock seriousness, "I'll let you and your culinary genius be." He let out a laugh and Fran smiled as she made her way to their bedroom to change out of her sweat-damped clothes. It was a good thing the air conditioning was functioning properly.

Fran was impressed by the dinner John had made. He'd been able to recreate one of her favorite entrees from the restaurant they often frequented. It was such a sweet gesture she couldn't help but tell him every other minute.

"You know you're the sweetest man ever?" she said before taking a drink from her wineglass.

"Yes, so I've heard, many times."

Fran put down her fork and looked down at her plate, contemplating on how to voice her next thoughts. "Sweetie, I was wondering how you feel about me looking after the Sheffield kids for a few days. Max will be out of town and he thought I might want to watch them while he's gone."

John furrowed his brows together and let out a frustrated sigh. "Honey, you know I don't object to your spending time with those kids, but that's all you do. I mean, we don't do things anymore like we used to - just you and me. You're always taking the kids somewhere or traipsing around with _him_ doing-"

"Excuse me?" Fran replied incredulously. She dropped her fork and it let out a screech as it hit the ceramic plate.

"I was trying to say-"

"No! You were implying that I spend more time with Max than I do with you. By now, after three years together, you should know that you're the one I want to be with, John. This jealousy, it has to stop, right now!"

"Fran-" John tried to explain.

"He's my friend, John, and I do care about him. He's alone with three children, whom I love as if they were my own. Forgive me if I feel a little sympathy towards them." Fran stood up and dropped her napkin on the table, suddenly losing her appetite.

"Fran, give me a chance to explain. I didn't intend to jump to conclusions."

"I don't care. What you said was rude and uncalled for." Fran left the table and headed for their bedroom.

John sat in his chair and watched her retreating form, thinking how in the world he had messed things up so quickly.

Ten minutes later, Fran emerged from the bedroom with an overnight bag slung over her shoulder. John abruptly stood from his chair and followed her to the front door.

"Fran, wait! Where are you going?"

"I'm going to my mother's. I can't be here with you right now." She picked up her purse and rummaged through it, making sure she had enough change to get her over to Flushing.

"Fran, this is ridiculous." John took hold of her elbow but she jerked away from him. "Let's talk about this."

She gathered everything she needed and turned around to face him. "I have nothing to say to you."

"Well, when will you be back?"

"I don't know. I'll call you tomorrow." With that she opened the door and headed down the hallway.

When the door closed behind her, John reached up and ran his hands through his short hair. What was supposed to be a pleasant meal turned out to be a disaster. He knew he was at fault but couldn't understand her reason for leaving. Surely they could have talked it out, but for some reason Fran was insulted, hurt even, by his accusations.

Her irrational decision to leave suddenly angered him. He picked up his empty wineglass and threw it down at the kitchen floor. It shattered and the pieces scattered like a million tiny diamonds. His heart was beating faster by the minute and his chest heaved with every breath.

Looking down at the sparkling, shattered glass, John turned and grabbed his keys. He left the apartment, slamming the door shut as he went. If she wanted her space, fine. He could have his too.

John walked until he came across a bar on a corner. Anywhere with something strong would do, he thought.

* * *

Fran was seated on the bed in her childhood room at her parents' apartment. She wiped at the tears that had run from the corners of her eyes. She didn't mean to get so upset with him. The constant jealousy was just becoming too much for her though. She tried to tell herself over and over that things between her and Max had to change, but so far nothing was different. If anything they seemed to be getting closer.

She let out a frustrated sigh and reached for the tissue box. The tears just wouldn't stop. Things between her and John weren't over, but his attitude toward Max had to change. He was her friend, she had a right to spend time with him and his family. And if John didn't like it then . . . well, she wasn't sure what she would do. She just knew that if she had to choose she wouldn't be able to do it.

There was a knock on her door and Fran perked her head up. "Sweetheart?" came her mother's tender voice, none of the usual shrillness behind it.

"Yes, Ma?"

"Would you like some pie? It's pecan. I just bought it yesterday down at the bakery."

"And there's still some left?"

"Of course there is, sweetheart."

Fran could hear the smile in her mother's voice. "Ok. Just one slice." She wiped her eyes then stood up to look in the mirror. Her eyeliner was smudged and dried spots of mascara lined her cheeks.

After fixing and reapplying her makeup, Fran went out to the kitchen to join her mother. A single piece of pie was on a plate in the middle of the table. Her mother was at the stove stirring something in a pot. I don't know how she can still eat at this hour, Fran wondered, as she sat down at the table.

"Sweetheart, is everything alright? I know you didn't want to talk when you arrived but . . ."

"No, it's okay, Ma. I just didn't want to talk about it at first. But I've thought things over . . ."

"And?"

Fran was quiet for a few breaths as she picked apart and pushed around her piece of pie. "I don't know," she sighed. "I was a little too harsh with John. I should have stayed and worked it out with him, but I was so angry . . . So disappointed that he would say the things that he said."

Sylvia placed a cover over the pot on the stove then went to sit down across from her daughter. "Oh, sweetheart. Men can be a pain in the tuches sometimes but in the end we tend to forgive and let go - at least most of the time." That got a smile out of Fran.

"Thanks, Ma, but . . ." Fran sighed again then shoved her plate aside. "Everything's just too complicated." She could feel the tears pooling in her eyes and looked away from her mother.

Sylvia's face softened at her daughter's distress. Though she had a pretty good idea what all this was about. "It's that other man, isn't it?"

Fran sniffled and looked back to her mother. "What other man? There isn't anyone else."

"The one with the kids you spend a lot of time with. Mr. . . .?"

"Max? You think he's the other man? Ma, please, we're just friends, that's it. I do care about him, but John's the man that I love. And now I yelled at him and he probably hates me for leaving."

Sylvia reached over and took Fran's hands in her own. "Sweetheart, if you really love John and want to be with him then you wouldn't be here sulking. You know that no matter what you decide I'll always be here for you."

Fran nodded. "I know, Ma, and I love you, but there's nothing to decide."

"Ok, sweetheart." Sylvia paused, thinking of some way to cheer up her daughter. "How about tomorrow we pick up Yetta at the home and go out for a big lunch?"

"I'd like that."

Sylvia smiled and touched Fran's cheek briefly before getting up and checking the pot on the stove.

Fran watched her mother for a moment then looked down at the table. She noticed the slice of pie she left untouched and reached over for the plate. She'd have to remember to lessen her visits to her mother's, otherwise she was going to have a hard time fitting into her wedding dress. Just the thought of slipping into that beautiful gown she picked out months ago brought a much needed smile to her lips.

* * *

Early the next morning Fran returned home to the apartment. The rays of the morning sun lit the kitchen and living room. Their dinner from last night was still sitting on the dining table, just as it was when she left. A sparkle caught Fran's eye and when she walked into the kitchen, she realized there was glass scattered across the linoleum floor.

"John?" Fran called out. When she received no answer Fran retreated to their bedroom. The room was empty. The bed was still neatly made from the previous day. The bathroom was empty as well. For a moment Fran thought he might have gone into work early but noticed his suits were still neatly aligned in their closet. In the mornings he always left his clothes amiss when dressing and she usually tidied up his side after he left.

But Fran began to grow worried that something might have happened to him. She decided to call Harry, one of John's closest friends.

"Thank God, I've been so worried," Fran said into the phone. "Is he okay . . . ? Can you drive him over . . . ? Good, thanks, Harry." After hanging up the phone, Fran went back to the kitchen and cleaned up the broken glass and their spoiled meal, then sat down on the couch and silently waited.

After sitting for nearly half an hour, Fran finally heard a knock on the door. She wiped away a stray tear and rushed to the door, frantically unlocking it and pulling it open.

"Hi, Fran," their friend Harry said as he led a groggy-looking John through the doorway.

"Thank you so much, Harry." Fran put an arm around John's waist and guided him over to the couch where he sank heavily into it.

Harry was standing awkwardly in the entryway fiddling with his keys. "He should be fine, just a little too much to drink last night." He paused then hesitated before asking, "Is everything okay? I mean, John doesn't usually drink on a weekday, so when I got a call from him late last night. . . ."

Fran turned around from her spot on the couch. "Everything's fine," she lied. "I don't know what possessed him to go out."

Harry nodded meekly and turned to go. "Well, bye Fran. John will be fine, give him some time."

Fran smiled as she ran her fingers over John's hair. "Thank you for taking care of him."

"Anytime." He waved and let himself out.

After the door clicked shut, Fran turned her attention back to John, who was now asleep and partially slumped over. "Don't you ever do that to me again," she said to him. His response was a light snore. Fran angrily wiped at her tear-stained face, stood up, and retrieved a blanket and draped it over him.

After leaving a glass of water on the coffee table, Fran went to their bedroom and started packing for her weekend at the Sheffield household.


End file.
